Turns the structure of the book inside out, and it took about an hour for it to become coherent, but I thought the pay off was pretty good and there were some fun sequences. It passed three hours enjoyably enough, but I doubt I'll bother to watch it again.
*Edit: I have to add, Hugo Weaving is the best villain actor since Alan Rickman
Beautifully shot, excellent costumes and whatnot, an excellent cast with a tour-de-force performance by Daniel Day-Lewis. But when it comes down to it, I wasn't blown away. I had the same problem with Invictus, if you already know the story, it's not as entertaining.