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The Shrek franchise: back from its sophomore slump.

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This summer, put on your track shoes. Shrek the Third, released last weekend, is the third of about 13 sequels out or coming out over the next few months. By the time it's all over, everybody might be feeling some serious sequel exhaustion. In that light, Shrek the Third is perfectly positioned: a family film which mixes fun with forgettable in a way that's charming today but might be less enticing by August's end.

The first Shrek (which won the first Animated Feature Oscar) was best at its cheekiest, tackling Disney characters and conventions, seeming at times like a kind of Behind the Music for the Mouse Factory, revealing the exploitation of beloved characters. At the base of the conceit was the idea that modern-day fairy-tale consumers don't identify with the works of Hans Christian Andersen, the Brothers Grimm, Joseph Jacobs, et al., so much as they do the stories as filtered through the Disney brand.

Shrek 2 was a big letdown from there: It focused its satire on Hollywood, celebrity culture, and the movie-business la-la land, but the broadsides were rarely sophisticated and often were cheap film spoofs on par with Loaded Weapon 1 and The Silence of the Hams.

Shrek the Third, thankfully, is a return to the original model. The whole gang is back, as you might imagine for a billion-dollar franchise. Shrek (Mike Myers) is acting monarch after his father-in-law, the frog King Harold (John Cleese), croaks. Not keen on remaining in charge, Shrek and his pals Donkey (Eddie Murphy) and Puss in Boots (Antonio Banderas) head off to recruit the only other heir to the throne, Artie (Justin Timberlake). Meanwhile, ever-jilted Prince Charming (Rupert Everett) mounts a coup against the pregnant Princess Fiona (Cameron Diaz) and Queen Lillian (Julie Andrews).

Despite the franchise's box-office records and mainstream status, Shrek the Third manages to retain something of the original's outsider image. The comedic foundation is again taking the piss out of Disney, as are the best parts: Prince Charming recruits his putsch army from Disney-character castoffs — Geppetto, Hook, the Evil Witch from Snow White — arguing that the successes of the headliners of the stories they co-starred in were built on their backs; Cinderella, Snow White, Sleeping Beauty prove they don't need saving.

Shrek the Third looks gorgeous. Directors Chris Miller and Raman Hui and their teams of computer nerds render a world that is dazzling to look at: wind ruffles hair realistically, medieval streets look perfectly grungy, bars look lived in. This may be the DLP digital projection talking, but Shrek the Third is the best-looking in the series.

Of the new-character performances, most noteworthy are Eric Idle, who is great as a New Age Merlin, and Timberlake, who gets to play off his boyish tenor as the teenage King Arthur reference (apparently a Timbaland-free vocal production). Interestingly, the script keeps famous exes Timberlake and Diaz apart, without any swapped dialogue, as skillfully as seasoned celebrity publicists on the red carpet.

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