Up

"Up" is the first Disney- Pixar film in 3-D, and it looks marvelous. Seeing an aerial view on a conventional movie screen is one thing, but seeing it in the depth of 3-D and feeling like you're soaring through the air is another. Of course some theaters are showing "Up" in traditional 2-D, but to see it that way would be to miss a spectacular visual experience.

The story has action, sweetness and sentiment, but it isn't among Disney- Pixar's greatest collaborations (the "Toy Story" movies, "Finding Nemo"). Naturally, director Pete Docter's ("Monsters, Inc.") film is fine for kids (ages 5 and up) and parents alike. But this time the main character is slanted toward an older crowd — a much older crowd.

Carl Fredricksen (voice of Ed Asner) is 78 years young, and he's every bit as cantankerous as one might expect. After a very sweet montage of Carl and his wife Ellie growing old together, Ellie dies and he is left alone. With a developer threatening to take his home away, Carl ties scores of helium-filled balloons to his house and soars away to Paradise Falls in South America.

Little does he know that an 8-year-old Wilderness Explorer (think Boy Scouts) named Russell (voice of Jordan Nagai) is also on board, giving him company when he wants none. Tall buildings, inclement weather and high mountains make the trip a grand adventure, and when they land in Paradise Falls, they're on the wrong side of the mountain.

Carl's journey of self-discovery begins as he and Russell trek across the plateau to a beatific waterfall, where Carl plans to live out his waning days in the comfort of his own home. The journey includes Carl befriending a dog named Dug (voice of Bob Peterson), whose voice box will be the highlight of the movie for many, and meeting famed explorer Charles Muntz (voice of Christopher Plummer), Carl's childhood hero who many presumed was dead.

Parents should take note that the movie is rated PG, and a lot of the in-flight sequences are quite harrowing in 3-D. On more than one occasion, characters are dangling from the house while grasping a garden hose, and the aerial shots that look down from the sky — while very impressive — also may be scary for impressionable youngsters. And although Carl's storyline is endearing, the motivation for the villain is weak and the finale is a bit contrived and silly.

Carl, Russell, Kevin and Dug of "Up." Still, largely due to Asner's experienced voice leading the way, the movie is a winner. Pixar has released nine of the 25 top-grossing animated films of all time in the United States, and all nine were No. 1 at the box office on their opening weekends. "Up" will be no different, and deservedly so.

Dan Hudak is the chairman of the Florida Film Critics Circle and a nationally syndicated film critic. You can e-mail him at dan@hudakonhollywood. com and read more of his work at www. hudakonhollywood.com.

Did you know?

>>John Ratzenberger (Cliff from "Cheers") is the voice of Construction Foreman Tom. He is the only actor to voice a character in all 10 Disney- Pixar films, and he will return next summer as Hamm the Piggy Bank in "Toy Story 3."