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SHREK THE THIRD (PG) There's no use denying that the bloom is off the rose, but don't for a minute think that means Shrek the Third stinks. After the sustained comic brilliance of Shrek and Shrek 2, maybe we should be thankful for the breather supplied by a little water-treading. The zingers still fly thick and fast — with all the rapid-fire asides and absurdities, this latest Shrek often seems one step removed from the frenetic desperation of a Naked Gun flick — but the story this time out is clearly aimed more at satisfying kids than engaging grown-ups. The basic plot here involves a couple of bargain-basement Joe Campbell hero's quests paralleling one another: Shrek overcoming obstacles in order to own up to the responsibility of parenthood, while a young, untested Arthur (voiced by Justin Timberlake) jumps through similar hoops in a journey to become king. Meanwhile, anything-but-charming Prince Charming (Rupert Everett) enlists a gaggle of storybook villains to help him exact revenge on Shrek and snag the crown for himself. The odds are good that you can guess how it all turns out. Features the voices of Mike Myers, Eddie Murphy, Cameron Diaz, Antonio Banderas, Julie Andrews, John Cleese, Eric Idle, Rupert Everett and Justin Timberlake. 3 stars

SICKO (PG-13) Michael Moore's documentary on the business of U.S. medical insurance mounts a righteously angry, alternately sentimental, blowhardy and often-effective argument. Useing anecdotal evidence and occasional numbers, Moore makes the case that U.S. health insurance companies, in the words of one e-mailer, "flat suck." Again taking up the cause of the working class victims and heroes he's made his focus since Roger & Me, Moore offers up some familiar villains. The first versions of medical profiteering trace back to the Nixon administration, specifically a 1971 conversation between John Erlichmann and the president (courtesy of the White House tapes) concerning Edgar Kaiser's proposal that health insurance could make money — lots of it. The film includes brief digs at Ronald Reagan (who appears to have been a paid spokesperson for the industry, before he was president) and "little lady" Hilary Clinton, who famously fought back, for a minute. Cute as well as accusatory, the bit connects fear and money by way of politics. It's an incisive analysis in its way, more nuanced than the most obvious conclusion, that congresspeople are greedy, conformist or categorically unthoughtful. Here the system, recounted by victims as well as former workers within it, looks dismal and dishonest. 3.5 stars —Cindy Fuchs

SPIDER-MAN 3 (PG-13) There's eye candy aplenty and tons of nutrient-free fun, but there are simply too many villains for comfort in this summer blockbuster, and they come crawling out of the woodwork with scant regard for rhyme or reason. The basic template here seems to be those more-is-more, super-powered free-for-all's that began taking over the Batman movies right around the time of Batman Returns and nearly sunk the franchise. There's nothing nearly as pointless as those Bat-fiascos here, but the script for Spider-Man 3 does show clear signs of franchise fatigue, making the mistake of confusing true spectacle with the process of simply piling on one damn thing after another. Where Spider-Man 2 felt richly textured and, at its best, primal (or at least as primal as a movie about a guy in spider tights can be), this year's version too often feels overstuffed and shapeless. In any event, it's not what we deserve from a movie that reportedly cost more to make than the GNP of some countries. Stars Tobey Maguire, Kirsten Dunst, James Franco, Thomas Haden Church, Topher Grace and Bryce Dallas Howard. 3 stars

SURF'S UP (G) Before you decide to read no further — Omigod, not another penguin movie! — allow me to suggest that the film isn't nearly as painful as what you may be imagining. Surf's Up's humor generally aims closer to droll spoofery than teeth-gnashing cuteness, with the movie assuming the form of an animated mockumentary revolving around the absurdist premise that surfing was invented by the talking penguins who are the film's subjects. These birds aren't the most charismatic or adorable animated characters you'll ever meet, but they're as engagingly self-conscious in front of a camera as anybody on The Office, and their gags often benefit from a seemingly improvised quality in keeping with the whole "reality filmmaking" approach. Sadly, Surf's Up drifts away from its mockumentary premise during a long, overly generic middle section, but the tone is set by a sprinkling of surprisingly clever sequences, quasi-hip music and even a slyly self-referential appearance by The Dude himself, Jeff "Lebowski" Bridges. All in all, the movie doesn't stray too terribly far from the expected formula, but it's nevertheless a pleasant surprise to see penguins that rarely mug, hug or otherwise pander. Also features the voices of Shia LaBeouf, Zooey Deschanel, Jon Heder, Jane Krakowski and James Woods. 3 stars

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