Batman: Arkham Knight sets up from the beginning to be one of the best Batman stories out there—and then it falls flat at every key moment.

Here’s the thing about Batman: The more time you spend with him, the more you realize that he’s not actually that interesting a guy. Sure, he’s broody and dark, has all kinds of emotional baggage, and is totally unable to allow himself to be happy for fear it’ll all get snatched away one dark night in a shadowy alley.

But he’s also unshakeable, nigh unstoppable, and damn near infallible. Certainly not in every single story, but most of the time, Batman has unlimited resources, incredible technology, preternatural deduction capabilities and a moral compass that never goes awry.

That’s what makes Arkham Knight inherently so compelling, and ultimately so disappointing. Thematically, it’s all about Batman’s failures. It just forgets to let him actually fail.

Be prepared: I’m spoiling the hell out of Batman: Arkham Knight’s story. If you’re not finished with it, time to stop reading.

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Throughout the story of Arkham Knight, Batman is, at least presumably, on his back foot against his supervillain adversaries. He’s slowly dying from the dose of the Joker’s blood he received in Arkham City, and coupled with Scarecrow’s fear toxin, it’s causing him to start hallucinating the Joker everywhere he goes. He’s struggling with an enemy, a mercenary called the Arkham Knight, who clearly knows much more about Batman than any one adversary rightly should.

Then, fairly early on, he loses Oracle to a kidnapping that (one assumes would) seriously damage his abilities to deal with Scarecrow’s plans. Batman even finds himself believing her to be dead—she isn’t, thanks to a trick of hallucinatory fear gas hooplah, but he thinks she’s dead, and that’s enough.

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Batman is a mess in Arkham Knight. He’s actively cutting Robin No. 3, Tim Drake, out of the loop, he’s seeing Joker all over the place, and he’s very nearly killed a couple of times. There’s a lot going on with his character, with Arkham Knight picking up a few long-running threads from the other games in the series that characterize Rocksteady’s version of Batman. This video from Elder-Geek.com has a great analysis:

Thematically, Arkham Knight wants to be a deep story about Batman coming to grips with the reality that he is just a man, and that he can’t do everything on his own.

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Functionally, it’s a game about punching everything, from criminals to blood diseases to madness, until it goes away.

Arkham Knight’s fundamental storytelling flaw is the tagline “Be the Bat.” That has some really huge implications following it around. Batman is cool: he uses cool gadgets, he has cool fighting moves, he drives a cool car, he solves cool mysteries with his cool brain. “Be the Bat” is a particular fantasy players are expecting the game to deliver.

Batman is constantly encountering failure in Arkham Knight but it’s never your failure. You’re winning the fight against Scarecrow and the Knight, and winning it handily, in fact. Every time a ton of tanks show up, you dispatch them with no problem. You beat up and arrest the Arkham Knight’s militia single-handedly. You’re Batman—you’re right, you’re tough, and you win.

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But the game is about how you lose, so every major failure of Batman’s takes place in a cutscene. It’s a hard sell for a narrative about failure to constrain all the failure to portions of the experience in which the player is not taking part.

Still, this could all work, even with just cutscenes to show how Batman is actually coming apart moment by moment. The trouble is, Batman isn’t coming apart, not in the gameplay and not in the story. Batman’s just as straight-faced and stoic as always, and that kills any character development Arkham Knight might be attempting.

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The most telling moments are any of the interludes in which the hallucinatory Joker, a section of Batman’s own subconscious, shows up to comment on whatever just happened. These happen frequently, and they’re often some of Arkham Knight’s best, funniest story beats. We’re supposed to be watching Batman lose his mind, and the implications are far-reaching and fascinating.

Too bad Batman never engages with the Joker. There’s no back-and-forth between the two characters. There’s no internal debate for Batman about his decisions or his shortcomings. He never outwardly worries about the fact the worst psychopath he’s ever faced is inside his head. He just keeps going on, secure in the fact that he’s Batman and infallible, and the game makes sure everything (eventually) works out.

When the Joker personality nearly takes Batman over, we don’t get a sense of his fear or anger. We don’t find out what it’s like for Batman as a person or see how he overcomes it. He just does. He just makes the Batman face and throws punches and cures himself.

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Even when Batman is confronted with the Arkham Knight’s identity as Jason Todd—former friend, former ward, former Robin, who Batman thought dead and who was, even worse, tortured by the Joker for years instead—Batman barely reacts. In fact, he just lets the Knight go in the end. Keep in mind this is a guy who led a military occupation of an American city (treason) and threatened a huge chunk of the country with a weapon of mass destruction (terrorism).

Batman’s greatest failure is literally staring him in the face and he hasn’t got anything to say about it?

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And that’s ultimately why Batman: Arkham Knight stumbles and falters as the concluding chapter of Rocksteady’s story. Batman’s not the protagonist of his own tale. He’s a suit, not a person. And while the game really, really wishes it could tell a compelling story about who Batman is and who he has become, it just doesn’t have the courage to allow you to “Be the Bat” and let the Bat be a man.

Phil Hornshaw is a freelance journalist and co-author of So You Created a Wormhole: The Time Traveler’s Guide to Time Travel and The Space Hero’s Guide to Glory. You can follow him on Twitter at @philhornshaw or contact him at philhornshaw@gmail.com.