Puss in Boots

Puss (Banderas) is a notorious outlaw looking for a way to clear his name and repay an old debt when he hears that redneck thugs Jack and Jill (Thornton and Sedaris) have some magic beans that can be used to find a golden-egg-laying goose. Then he discovers that sexy thief Kitty Softpaws (Hayek) is also after them. And worse yet, she's working with Humpty Dumpty (Galifianakis), Puss' childhood cohort who once betrayed him. When Humpty convinces Puss that he's now a good egg, the trio makes an elaborate plan to get the beans together.

In addition to blurring the lines between Jack and Jill, Jack and the Beanstalk and Humpty Dumpty, the film is packed with references to Bonnie and Clyde, James Bond, jewel-thief capers and even Ghostbusters. But the most obvious influence is Sergio Leone Westerns, and this comes complete with a faux-Morricone score (by Henry Jackman). Visual sight gags abound, while the script is packed with adult-targeted jokes. And along with a fairly hilarious feline romance, there's some nice subtext in here about greed, grudges and the difference between revenge and redemption.

While all of this material is entertaining, packing it all into one movie sometimes feels a bit random. The scattershot approach dilutes the central storyline to the point where it feels perfunctory at best. While we get an extensive flashback showing us Puss and Humpty's past, we never learn much about Kitty. Fortunately, the voice work is especially strong, creating lively characters without letting their star power overwhelm them. And while Humpty is seriously annoying, he's a delight compared to Shrek's Donkey.

Visually, the film looks spectacular, with near photo-realistic animation and some clever use of 3D. The script is packed with throwaway gems, cat-themed jokes and an inventive mix of Wild West with familiar storybook illustrations.

And the story is peppered with terrific moments, from the free-running chases across the dusty rooftops to scorching flamenco dance-fights. That it doesn't quite hold together isn't really a problem.