As soon as he appeared in "Shrek 2" and stole the show from the ogres and donkeys, Puss in Boots -- the swashbuckling feline Lothario voiced to perfection by Antonio Banderas -- was assured a spinoff. Whether it was going to be any good was an open question, but good or not, it was definitely going to happen. Now the movie is here, and you know? Turns out it's not bad. Not bad at all. Instead of making a tacky cash-grab, they went ahead and made an actual movie. A good one!

"Puss in Boots" takes us back to the title cat's early days, roaming the small towns of Old Mexico as an outlaw, a fighter, and a lover of lady cats. His current quest is to get some magic beans from a pair of raunchy murderers named Jack (Billy Bob Thornton) and Jill (Amy Sedaris), use them to grow a beanstalk, and obtain the goose that lays golden eggs. But Puss, as nimble and clever as he is, may be outmatched by Kitty Softpaws (Salma Hayek), a sexy she-cat who's after the same thing.

Enter Humpty Dumpty (Zach Galifianakis), an anthropomorphic egg whose past is intertwined with Puss', the two having been children together at the same orphanage. They were friends and compatriots until a falling out made each one feel betrayed by the other; now they are sworn enemies.

Though the film is apparently set in the same universe as "Shrek," and directed by Chris Miller, a franchise veteran, its tone is different -- and that's good. Most of the characters are drawn from nursery rhymes rather than fairy tales; fittingly, the story is relatively simple, small, and compact. The humor isn't as mature or snarky as in the "Shrek" movies, nor is it packed with pop-culture references. Instead of enchanted forests and castles, we have sagebrush and dust, with the accompanying Western trappings. (With "Rango," this makes two Western-inspired cartoons in 2011.)

It's funny, too, which is always a plus. The screenplay, credited to Tom Wheeler (creator of TV's "The Cape"), with story credits for Brian Lynch ("Hop") and Will Davies ("Johnny English Reborn"), makes great use of the main character's dual nature: he's a cat who does human things, but he's also a cat. You can get a lot of mileage out of gags like Puss swaggering into a saloon full of tough guys, ordering a drink, then lapping it up like a kitten. Banderas' smoldering, thickly accented delivery makes every line sound serious, which in turn makes the funny lines funnier. Hayek has some of that going on too -- something about the way she says "Puss" ("Poose") cracks me up every time -- and Galifianakis is more restrained as the whiny Humpty than he might have been.

"Puss in Boots" doesn't try to be anything more than sly fun and "Zorro"-esque action, and it does that well enough to be worth recommending. You might wish it were more ambitious than it is (there's no emotional hook, really), but it'll probably launch a new franchise, so maybe the next installments will aim a little higher. They're off to a promising start.

Grade: B

Rated PG, some rude humor, mild action violence

1 hr., 30 min.

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