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Faux animals and funny lines

This summer's nicest movie surprise is The Country Bears, loosely based on a dull Disney amusement park attraction that barely attracts anyone anymore. Before you snidely wonder if the sequel will be titled The Carousel of Progress, bend an ear.

The Country Bears is a constantly amusing blend of live action and livelier faux animals than the swivel-hipped, ratchet-jawed critters of the stage show. The music is bouncier, the humor more sophisticated and any film that gets Christopher Walken to nimbly spoof his nasty screen image is okay in my book. Give Peter Hastings' movie a shot and it'll give you quite a few smiles.

The plot concerns a cuddly cub named Beary Barrington (voice of Haley Joel Osment), raised by a human family a la Stuart Little but not as comfortably. Beary's human brother Dex (Eli Marienthal) jealously chides him for being different, and his parents (Stephen Tobolowsky, Meagen Fay) aren't prepared to answer the cub's questions about being adopted.

But there is a place where being different is acceptable. At the Country Bear Hall, Beary's musical heroes played to sold-out crowds before breaking up after their Hiber Nation Tour in 1991. Beary runs away from home to learn that the hall is being repossessed by a dastardly banker (Walken) unless he receives $20,000 in back payments. Beary reckons a reunion concert would fit the bill, so he embarks on a road trip to find the band members and mend their fences.

Hastings moves the story along at bluegrass speed, with an attention to backstage details _ with bearish puns, of course _ rivaling the authenticity of Almost Famous. One musician, Zeb Zoober (voice of Stephen Root) is a barfly, but it's a "honey club" where Beary arranges to settle his tab through a guitar vs. fiddle showdown with Brian Setzer. Another named Fred Bedderhead (Brad Garrett) is a concert hall guard recognized by pop singer Krystal and invited into a music video shoot. A diner stop turns into a show-stopping musical number featuring singer Jennifer Paige. Another duet features two superstars who, if you don't recognize the voices, show up for cameo appreciation.

Between the music, Hastings concocts some nicely bland comedy with Diedrich Bader and Daryl Mitchell as bumbling cops searching for Beary _ the car wash sequence is good slapstick _ and Walken, who doesn't have many funny lines but speaks them in that haltingly sinister voice to hilarious effect. Like his exterminator role in Mouse Hunt, Walken proves to be a supremely silly performer when he feels like it.

Parents concerned by preview trailers highlighting the plot's adopted-child angle shouldn't worry. Dex's negative attitude toward Beary is quickly rebutted by Dad's comforting words: "It's not unusual to feel different and those differences always lead to our higher purpose." And "The people who love you, no matter what, that's your family." Beary takes that advice to heart and uses it to succeed. Dex eventually knows he's wrong. Parents should give children as much credit for understanding those lessons as Hastings does in presenting them.

The Country Bears

Grade: B

Director: Peter Hastings

Cast: Christopher Walken, Diedrich Bader, Daryl Mitchell, Eli Marienthal, Stephen Tobolowsky, Meagen Fay, M.C. Gainey, voices of Haley Joel Osment and various artists

Screenplay: Mark Perez

Rating: G

Running time: 88 min.