Why do the whole movie in B&W? It was striking in Schindler's List, it was atmospheric in Sin City, it doesn't work for a digitally animated action movie; splashes of yellow do not make this a colour movie; my eyes fell asleep looking at it. The 3D added nothing - in fact, most of the movie is in 2D and can be watched without glasses. Jeff Bridges had Kevin Costner Disease - give a man an Oscar and he can't stop himself from over-acting; his Zen Master sequences were like Mr. Miyagi on acid. The action was ho-hum - if you saw the cinematic trailer, you saw the best bits. If you're after action, I warn you that there are extended scenes of Jeff Bridges meditating. And the plot ... ah crap, I've seen Scooby Doo episodes with plots that made more sense. Unfortunately the geniuses that wrote this were trying to produce a universe with the layered complexity of the Matrix, except they failed miserably in producing a world that was remotely coherent. The best word to describe the story-line was "random". The characters were flat and there was no development. If Disney is going to make sequels to their earlier successes, I recommend "Snow White"; please don't make any more TRON sequels.