Upside: Ambience is great, an old school theatre that is cool without even realizing it. Popcorn is 100 times better than the big theatres. 70's "feature presentation" clip that plays right before the movie starts. Cheap tickets!
Downside: Let's be real, it's an older theatre. Carpet hasn't been cleaned in who knows how long. One theatre (at least only one I've been in) smells kind of yucky to me (probably due to aforementioned ancient carpet). Whatever, all in all this place is cool as hell.