As with any film that Criterion chooses to put out, "Overlord" is well worth watching. If you're coming to this film as I did, however, not knowing anything about it, you may be surprised to find that this is NOT a retelling of D-Day in the style of "The Longest Day" or "Saving Private Ryan." Other than a few shots of air raids from the archives, there is no combat whatsoever depicted in this film, and it ends just as the Allies are first hitting the beaches on that day. I think it was a bit misleading to entitle the film "Overlord" and then have "D-Day, June 6, 1944" emblazoned across the cover, since nearly all of the film takes place BEFORE D-Day. Overlord (the Allies' code-name for the invasion) here seems to be used in a more metaphorical sense, since the only overlord in this film would seem to be war itself, an overarching unseen presence which first deprives men of their individuality and freedom, and then destroys them physically. As others have written, this film consists of two elements: archive footage from the Imperial War Museum, and the story of a young British Everyman who is called up and undergoes training in preparation for D-Day. The archive film is quite impressive; I've spent many hours watching WWII film and a lot of this material, which is quite interesting, was new to me. Other than some air raid film, however, most of it depicts the massive preparations that had to be carried out in order to prepare for the invasion. As for the new parts of the film, they are visually quite interesting, particularly since it was filmed by John Alcott, a veteran of four of Kubrick's greatest films. It looks distinctive and yet meshes well with the archive footage...in a few instances, it's hard to tell which is which. But I do have to agree with others here that the story itself, such as it is, falls flat. The story of the naive young recruit who has to undergo a rite of passage into the ranks of the military, and who frets about his possible fate in combat, has been done so many times, both before and since "Overlord," in both books and films, that the plot aspect ends up being riddled with well-filmed but uninteresting cliches. So, I give this film five stars for its visuals, but only one star for its plot, and that averages out to three. One last note: as usual with Criterion, the extras are quite good on this disc and help to justify its cost. There are several short documentaries which discuss the origins of the archive footage that is used, plus some dramatic readings by the principal actor of excerpts from actual diaries kept by British D-Day veterans.