Babe, the story of a sheepdog-wannabe pig, opened in 1995 to rave reviews, door-busting crowds and theater-staying power that translated into big bucks at the box office. Babe: Pig in the City followed three years later with none of the above. The reasons why are apparent right from the outset.

Babe was a simple story of a simple pig, raised by a simple farmer on a simple sheep ranch. Unlike most pigs, however, Babe wasn't content to roll in the mud. Babe wanted to herd sheep like the farm dogs who raised him. Much of the fun in Babe is watching the simple farmer come to terms with the fact that he has a pig who really can herd sheep. It's a two-persona show, really: a mostly realistic tale with one out-of-kilter element, much like Rod Serling's original Twilight Zone episodes.

In contrast, Pig in the City is a complex parable that picks up where Babe left off but fails to build on the relationship between the farmer (James Cromwell) and the pig (voiced this time by Elizabeth Dailey).

Arthur and Esme Hoggett (Magda Szubanski) are about to lose their farm in a foreclosure sale, in part because Babe decided to help Arthur upgrade the farm's well. The result is an agricultural accident the size of an SUV; the Hoggetts' only hope of raising enough money to save the farm lies in Babe making an appearance at the world's largest state fair.

But Arthur can't take him, so Esme must. And that's where Babe's, and the film's, problems start.

Unlike Arthur, Esme is no slightly off-center character; she's a grotesque caricature of a farm wife who shrieks rather than speaks and has very little relationship with the wee pig.

To make matters worse, writer-director George Miller sets most of the action in an artificial Everytown that includes the Empire State Building, the Eiffel Tower and the Sydney Opera House. It's an impressive set, despite all it owes to Fritz Lang's Metropolis, but it overwhelms a film that already lacks a strong central relationship.

In the city, Babe and Esme are taken in by a landlady (Mary Stein) who runs an impromptu animal shelter filled with the most unlikely guest list a talking-animal film has ever spawned. They provide most of what joy there is in Pig in the City, especially when they run afoul of a local pitbull (voice of Stanley Ralph Ross).

Babe: Pig in the City was filmed on a set unlike any other ever constructed, with a special effects budget that dwarfs the national debt and animatronics that make the animals speak as clearly and convincingly as do its humans; in that sense, it's a kind of agrarian Star Wars. But with its complex story, which requires frequent voice-over narration, and its heavy-handed messages, Pig in the City is really closer in theme and tone to Miller's Road Warrior than its own predecessor.

To his credit, Miller went to great lengths to plow new ground with his barnyard sequel. Unlike the Hoggetts, however, Miller was unable to save the farm.