Des McArnuff's The Adventures of Rocky and Bullwinkle is something of a minor miracle -- a film so clever, intelligent and devastatingly funny that we should all get down on the floor and kiss Hollywood's feet for letting a movie of this caliber escape from Development Hell. In an era overflowing with pointless remakes of baby-boomer TV shows, the real surprise is not the fact that Rocky and Bullwinkle works this well -- it's the fact that it works at all. While so many other live-action adaptations of cartoons fail miserably (I'm looking at you, Flintstones!), The Adventures of Rocky and Bullwinkle succeeds admirably -- dare I say brilliantly? -- simply because McArnuff and the cast treat their source material with the utmost reverence. This is a film built on love and admiration, and the utter delight with which it has been constructed is nothing short of infectious.

The screenplay, by Analyze This-scribe Kenneth Lonergan, is some kind of masterpiece, melding both the unapologetically bad puns of Jay Ward's original series with an abundance of self-referential modern jokes (there are gags involving rap music, the Internet, and fax machines, for example). But Lonergan has done his homework: the script has been so finely constructed that it feels just as natural to watch our favorite moose and squirrel comes to terms with modern technology (Bullwinkle discovers Microsoft's Solitaire game in one delightful scene) as it does to hear their traditional puns and wisecracks.

As our story opens, the ever-excitable Narrator (voiced by Keith Scott) informs us that Rocky (voiced by original actress June Foray) and Bullwinkle (Keith Scott again) have grown disillusioned with life in the animated world of Frostbite Falls, Minnesota. Since their show's cancellation, the duo has survived on an ever-dwindling number of royalty checks. Although the plethora of free time allows Bullwinkle to pursue his new passion -- saving his hometown's decimated woodlands -- both he and Rocky miss the excitement of their by-gone glory days. Nor has Frostbite Falls itself fared particularly well: the once-scenic town is now a dilapidated slum, and the local economy is so poor that the Narrator himself has been forced to move back in with his mother, narrating the events of his own life to alleviate the boredom.

But opportunity knocks when that dastardly trio of villains, Boris Badanov (Jason Alexander), Natasha Fatale (Rene Russo) and Fearless Leader (Robert De Niro) escape from Cartoon Land and find themselves in the real world. Fearless Leader wastes no time in ripping off Mystery Science Theater 3000 with his plan to take over America: he'll project horrible television shows around the country, programs so inept that even the most brilliant minds in modern society will be turned into quivering bowls of jelly. ("How is this different from regular television?" inquire our heroes upon learning of the scheme.) A young FBI agent named -- you better brace yourself -- Karen Sympathy (a delightful performance from newcomer Piper Perabo) is assigned the task of stopping the trio, and she knows who to call for help. Faster than you can say "Hokey Smokes," Rocky and Bullwinkle are summoned into our world to foil their old foes, once and for all.

First things first: the film looks terrific. I'm not a huge fan of CGI graphics, and my biggest concern upon learning that Rocky and Bullwinkle was being done as a Roger Rabbit-esque live-action/animation hybrid was that our protagonists would look hopelessly insubstantial next to their human co-stars. Not so! Industrial Light and Magic has done a wonderful job of melding the animation with the cinematography, and "Moose and Squirrel" have never looked better.

The performances, too, find just the right note between camp and utter sincerity. Jason Alexander and Rene Russo are perfectly cast as Boris and Natasha -- the accents and costumes are perfect, even if they don't do much; the characters seem to be included only for the sake of completeness. Fearless Leader is the real star of the show here, and if De Niro doesn't really sound that much like the animated character he portrays, his performance is so campy and enthusiastic that it's an easy flaw to overlook. De Niro, who also co-produced, chews so much scenery over the course of the film that it's a wonder there are any sets left standing in Hollywood. That's not intended as a criticism, incidentally: he captures the movie's tone brilliantly. And as you might expect from any film daring to call itself The Adventures of Rocky and Bullwinkle, the movie is filled to the brim with satire. In addition to the aforementioned spoofs on modern technology, look for sly jabs at suburbia (every town in the movie is absolutely indistinguishable from any other), college life, government bureaucracy, and even a hilarious parody of the television show "Cops." (De Niro himself also gets into the parody game, spoofing his own performance in Martin Scorsese's Taxi Driver. ("Hey, you talkin' to me?")

Like the original television show, much of the film's humor is subtle enough that it will fly right over the head of younger audience members (one of the buildings of Wossamatta U's campus is proudly labeled "J Ward," an homage to the show's creator, the late Jay Ward). But again, like the original show, there's enough variety in the presentation to make sure everyone comes out smiling.

I must warn you, though: the puns are brutal (one body of water is named Crymia River, and the nation's highest-ranking military officers are General Foods, General Store, and General Admission), but as any fan of the series knows, merciless puns are to be expected. Longtime Rocky and Bullwinkle admirers such as myself are going to be flabbergasted by how much this film feels like the show they know and love. Don't be scared off by its live-action elements: The Adventures of Rocky and Bullwinkle is a cinematic gem that gets absolutely everything right. Sometimes, it seems, you can go home again.

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