**Spoiler alert: This review is full of spoilers**

Director Chris Nolan calls it a “revolutionary epic.” I’d call it a counter-revolutionary blockbuster.

First, let’s get the obvious out of the way: The Dark Knight Rises is an outstanding film visually, and it’s scintillating to watch on the big screen. Christopher Nolan did not disappoint in delivering an action-packed superhero tour-de-force like the previous two Batman films. He tied the first two installments together to complete a complex and compelling story. And most impressive of all, in my opinion, series-newcomer Anne Hathaway’s role as Catwoman is one of the best performances of the year.

But when I left The Dark Knight Rises at nearly 3:00 a.m. on its opening night, my opinion of the film was decidedly more mixed than my reaction to The Dark Knight four years ago. Sure, after you cut through Heath Ledger’s incredible performance and the mind-blowing special effects, The Dark Knight was an insidious defense of the Bush administration’s war on terror, interestingly timed right before the 2008 election. However, I didn’t pick up on Nolan’s profoundly reactionary worldview when I saw that second Batman film in the summer between high school and college. This time around – after four years of activism, witnessing the rise of both the Occupy Wall Street and the Tea Party movements and seeing the widespread disappointment with President Obama – I couldn’t think of much else.

In The Dark Knight [2008], Bruce Wayne (Christian Bale), part-time CEO and full-time vigilante, faces off against a villain so one-dimensional and disturbing he could have starred on a Dateline NBC crime special. Heath Ledger’s brilliant performance as the Joker overshadowed how closely his character mirrored the classic image of terrorists painted by the Bush administration for eight years (“Some men just want to watch the world burn”), with no discernible reasons or motivations for their actions. To protect us from the Joker, Batman takes it on himself to begin torturing prisoners, wiretapping civilians’ cell phones, and lying to the people of Gotham, all ‘for their protection.’ When Harvey Dent (Aaron Eckhardt), the tough-on-crime district attorney, becomes a madman and starts offing citizens, Batman subdues him and colludes with Commissioner Gordon (Gary Oldman) to take the fall for Dent’s crimes. We are told in the first scene of Nolan’s new film that this lie allowed Gotham to pass the Harvey Dent Act, which reduced crime by simultaneously reducing civil liberties. Sounds like a fair trade, right Mr. Bush?

The Dark Knight Rises starts eight years later. Wayne is older, partially crippled and reclusive, having retired from the outside world after the death of his childhood love, Rachel Dawes (Maggie Gyllenhaal) in the last movie. Bane (Tom Hardy), a muscular insurrectionist clad in a bulletproof vest and a breathing mask lifted from the Predator movies, shows up in Gotham to bring down the city with a nuclear bomb. By the time Bane gets around to breaking Batman’s back and explaining his master plan – trick the people of Gotham into revolution and then exterminate them – one has to think, “Wait, what?”

It didn’t surprise me that Nolan created a film about class warfare, especially given the times we live in. What surprised me was the side he decided to take. The Dark Knight Rises is a film extolling the virtues of the 1% that tries to explain why working people can’t run society and why a fascist police state is actually a good idea.

In The Dark Knight Rises, the rich have it just as bad as, if not worse, than the rest of us. They lose their entire corporate fortunes – inherited, in the case of Bruce Wayne, or stolen from an unnamed West African country in the case of corporate rival Daggert – to terrorist raids on the stock exchange. They have their homes burglarized by the 99%, first by maids and later by angry anonymous mobs. They lose their cleaning staff and butlers, forcing them to (gasp!) open the front door themselves. The power company even turns off their electricity. Forget flying billionaires dressed as bats; this is the most unrealistic part of the movie.

In an early scene featuring Bane taking the entire Gotham Stock Exchange hostage, a CEO stands nervously outside pressuring the police to breach the door and secure the premises. “It’s not just my money,” he complains. “It’s everyone’s money!” A skeptical police officer tells him he keeps his money under a mattress at home, to which the CEO replies – and I paraphrase – If we don’t stop them, your money under that mattress will be worth a lot less.

Here’s a film so blissfully out of touch with the lives of working Americans that it actually tries to make the argument that poor people should be concerned about the fortunes of Wall Street bankers. Nowhere in this film – or any of Nolan’s films, for that matter – is there any attempt to look at the social roots of crime. What about Wayne Enterprises’ bad investment decisions that cost workers their jobs or pensions? Zilch. How about the jobs lost from corporate outsourcing to neo-colonies in West Africa, explicitly referenced by one CEO in the film? Eh, whatever. What about the steady decline of wages that corporations like Bruce Wayne’s have encouraged for the past three decades? Forget about it! Frankly, Nolan should have directed Romney’s campaign commercials. The former governor certainly has the budget for it in the wake of Citizens United!

The Dark Knight Rises is Hollywood’s rebuke of the Occupy Wall Street Movement and the growing discontent with the market system increasingly felt by working Americans. In Nolan’s universe, there’s no difference between protest and terrorism. Ironically, in a world of Obama’s ‘kill list’ and the National Defense Authorization Act, this may be the most realistic aspect of his film.

The masses have no will of their own in Nolan’s series. They are an object to either be manipulated by Bane or saved by Batman. Outlandish scenes of the impoverished masses of Gotham vandalizing mansions and beating up rich people for seemingly no reason reflects the Burkean worldview that informed the founding fathers, the corporate leaders of today and indeed Nolan himself. In the film, the people hold haphazard ‘sentencing tribunals’ with no due process for the wealthy, resulting in sentences of ‘exile’ or ‘death by exile.’ It’s the German Peasant Revolt. It’s the Paris Commune. It’s Occupy Wall Street. It’s every popular movement in history that has ever challenged the will of the ruling class.

Much has been said about the coincidence between the villain’s name, Bane, and the financial management company owned and operated by Republican presidential candidate Mitt Romney, Bain Capital. In truth, The Dark Knight Rises more closely reflects Romney’s worldview than that of progressives. In a pivotal scene, Bane confesses to an injured Bruce Wayne that he only intends to ‘inspire hope’ to placate the people while he prepares to exterminate them all. By the time Bane cynically talks about ‘hope’ for the third time, I began wondering if Nolan was giving us a window into the worldview of the world’s most obnoxious, Kool-Aid-drinking, Tea Party scrub – a foreign, charismatic leader promises change to the people while secretly conspiring to destroy them all from within. Bane is a terrorist, not a revolutionary, but Nolan never seems to distinguish between the two.

The film couldn’t be any clearer with its worldview. The main villain is a charismatic atheisto-jihadist from a former Soviet Republic. His army of ‘terrorists’ are cement-layers, linemen, bridge operators, service employees; in other words, working-class people. His reserve troops are freed prison inmates, many who undoubtedly were only serving sentences because of the Big Brother-provisions of the Harvey Dent Act. His shock troops are the unwashed masses of Gotham, who are too busy engaging in wanton acts of anarchic violence and vandalism to realize that they were duped by Bane. By the time la revolucion starts up in the film’s third act, it’s impossible to distinguish between Bane’s League of Shadows cadre, the prisoners they freed from Gotham’s prison and ordinary working people in Gotham caught up in the uprising.

On the other hand, we have a slate of heroes straight out of a Glenn Beck novel: an eccentric billionaire recluse who becomes a vigilante to save the wayward people of Gotham from themselves; a police commissioner who lies to the people to preserve ‘order’; a petty cat-burglar who only becomes a hero by renouncing class warfare and hooking up with the lead male; and an incorruptible rookie cop whose Boy Scout-demeanor would make Captain America blush. Bane may have a mob army, but Batman has an army of cops, who march into battle to put down the malevolent…people of Gotham?

In the same year of Trayvon Martin’s shooting by a self-appointed vigilante, the ensuing police cover-up and countless instances of police brutality taking place every day, The Dark Knight Rises’ glorification of police militarism seems bizarre, if not sinister. Similarly, Nolan’s final Batman film and its condemnation of mass political action comes amidst mass uprisings across the Arab world, Europe, Latin America, Africa and even the United States. Maybe Nolan had an agenda, or maybe he didn’t. The point is that a film as anticipated and publicized as The Dark Knight Rises pushes a very particular world view at odds with working Americans and oppressed people.

The message of The Dark Knight Rises is clear: Today’s discontent underclasses are tomorrow’s insurgent army, and all it takes is one charismatic leader to dupe the masses into suicide and destruction. The people need to be ruled by a powerful class of benevolent one-percenters. Lying and violating constitutional rights to ‘clean up the streets’ is generally justifiable. And above all else, never let the people take power.

Even as an activist, you can enjoy The Dark Knight Rises as a film. I certainly did. It’s important, though, that any and every activist combats the worldview and message put forward by Nolan, which itself reflects the larger trend of criminalizing dissent and protest in this country. All too often, protesters are portrayed in the media as parasites, criminals, degenerates, or terrorists for raising serious concerns about inequalities and injustices in our society.

I left the film last night satisfied as a movie-goer and more riled up than ever to fight the criminalization of protest and dissent in this country. Nolan’s film made me remember the words of a famous revolutionary: “It is right to rebel.”

Indeed it is.