This is, of course, the third film in the Shrek series. You know how it all began: We met Shrek, an ogre, who wanted to save his swamp from an infestation of fairy-tale characters. To do so, he had to rescue Princess Fiona, who was locked in a dragon-guarded tower, so she could marry the sinister Lord Farquaad. Along the way, he befriended a talking Donkey named Donkey. In the second movie, Shrek and Fiona were summoned to the court of her parents in the Kingdom of Far Far Away. There, the king hires a hit man (Puss-in-Boots) to assassinate Shrek at the urging of the Fairy Godmother, who wants Fiona to marry her son, Prince Charming. Of course, it all works out in the end.

There. Up to speed?

In this third movie, the Frog-King dies, leaving Shrek (Mike Myers) and Fiona (Cameron Diaz) in charge of the kingdom, except they do not want all the pomp, circumstance and ritual that comes with the job. So Shrek, Donkey (Eddie Murphy) and Puss-in-Boots (Antonio Banderas) go off in search of the only other heir, a geeky teenage cousin named Arthur ("Artie") who is in private school, busy being rejected and taunted by everyone. Artie (Justin Timberlake) proves to be a most reluctant heir, as he completely lacks confidence. Meanwhile, Prince Charming takes advantage of Shrek's absence, imprisons the pregnant Fiona and the queen, and revelaciously usurps the throne with the aid of every downtrodden fairy-tale creature he can con. That leaves Shrek, Donkey, Puss and Artie to find their way back to Far Far Away, with the aid of Merlin, who has partially lost his magical touch, while Fiona, the queen and Fiona's non-treacherous friends must break out of prison and begin to work on usurping Charming's reign.

The queen's role in the prison break brought me a chuckle. When Merlin, voiced delightfully by Eric Idle, misfires with his magic, and Puss and Donkey return to Far Far Away in each other's bodies, there are some genuine laughs. I loved it when Puss (in Donkey's body) tried to disarm his attackers with his big-eyed kitty look, and it does not turn out as he planned. Doris, the ugly stepsister (Larry King), steals several scenes. Also, the computer-generated imagery continues the standard of excellence that was set by the first two movies.

But, other than the scenes mentioned above, I kept waiting for a chance to smile or laugh, and waiting, and waiting....

The musical magic of the first two movies was not there. The death of the Frog-King took forever, and was tactless and borderline gruesome. Prince Charming, without the powerful backing of the Fairy Godmother, was nothing but a primping joke of a villain, whom I could not see as a valid challenge to anyone. The Shrek-as-a-reluctant-potential-father storyline was OK, but just OK. There was no magic there. While Idle imbued Merlin with a bit of comic magic, the role was too small and under-developed. Artie as a potential King? That was as much of a no-sale with me as was Charming as a viable, menacing usurper. That face-off had all the thrill of a boxing match between two lemmings.

I am sure there are a dozen ways they could have injected more magic, more fun and more life into this limp story. Somebody needed to step forward and say, "Hey! We are doing a sequel to Shrek, not doing one more, fill-in-the-gap episode of a series already slated to be canceled!" Somebody needed to do something. But somebody didn't.