DARK IS what this series ought to be, and Harry Potter and the Order of the Phoenix (the second-best in the series, after Alfonso Cuarón's Harry Potter and the Prisoner of Azkaban) is thoroughly good and dark.

Director David Yates, who will be taking on the subsequent Harry Potter and the Half-Blood Prince, works with a great deal of chiaroscuro. Lowering skies gather around the conical towers of the school; in a lightless grove are the half-seen faces of a herd of centaurs, and a thick winter mist sifts through Hogwarts' windowless, wooden covered bridge. (A real pea-soup fog is a smart way of coping with CG-treated film's curdled-looking white colors.) The opening shot gives us a bleak image of the magic-free world: a heat-wave-stricken playground in the middle of singed, empty fields, more Gus Van Sant than Mary Poppins.

Cornered by bullies, Harry (Daniel Radcliffe) draws his wand, a breach of protocol that summons the Dementors. Harry is expelled from Hogwarts. Although he is speedily reinstated, the incident bears consequences.

The dithering, vindictive Ministry of Magic installs a bureaucrat to investigate the school, egged on by the gutter tabloids that are as much a blight of the magic world as they are of modern Britain. In comes Dolores Umbridge (Imelda Staunton), a corporal-punishment-loving cat fancier in pink, tufted wool suits, a lady who possesses all the most unlovable qualities of Margaret Thatcher and Gertrude Himmelfarb.

The power struggle between her and the magus Dumbledore (Michael Gambon) keeps the school divided. And to use that euphemism the ancient Egyptians had for death, "The Noseless One," Voldemort (Ralph Fiennes) is on the prowl. A pair of cadres organize. Harry forms a school co-op to train a group of students; meanwhile, he attends meetings at the underground Order of the Phoenix, led by his mentor, Sirius Black (Gary Oldman).

Despite the formidable lady villain, for some reason the woman's side of this picture looks undernourished. A fierce witch arrives late in the picture—Helena Bonham Carter's Bellatrix Lestrange, who has a wonderful operatic cackle and the kind of eye makeup Siousxie Sioux would wear if she were cast as Medea. I suppose Bonham Carter's virago will have a bigger role in the next installment.

No doubt, so will a moony blonde witchette called Luna Lovegood (Evanna Lynch, making a memorable debut). We only get a glance at Nymphadora Tonks (Natalia Tena), who can change the color of her hair through will power, and about three scenes too many with Harry's modest, colorless squeeze, Cho Chang (Katie Leung). Hermione (Emma Watson) is relegated to sidekick.

It is time the Potter films break the frame of the preromantic, school-kid adventure, particularly since the leads are growing mature. This series need a serious love story. The increasingly suave comic actor Rupert Grint, who consistently steals every scene he's in, ought to be given a more serious intrigue now that he is so much more than just the silly ginger-headed Ron Weasley. Or is this something else they're saving for later?

Some little feat of magic enlivens every scene, and the film barrels along divertingly. Yates' camera doesn't frame every effect squarely, and the images keep their mystery. We never really get a clear look at the carnivorous dark creatures who look like the zombie horses in Brueghel the Elder's painting The Triumph of Death.

Today's problems enrich the plot: a savage intelligence apparatus torturing the innocent and making enemies, ignorant journalism misdirecting the public, and Osama bin Voldemort still at large. Everything else in this film, which is both a sequel to a sequel and prequel to a sequel, is inconclusive. It is as if the film would be succumbing to the dark side were anything profound to happen—besides, the villain has to fight another day.

Harry Potter and the Order of the Phoenix (PG-13; 138 min.), directed by David Yates, written by Michael Goldenberg, based on the novel by J.K. Rowling, photographed by Slawomir Idziak and starring Daniel Radcliffe and Emma Watson, plays valleywide.

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