Shrek, Donkey and Princess Fiona are hardly missed in "Puss in Boots," the "Shrek" spin-off featuring Antonio Banderas as the cunning feline hero. It doesn't match the wit of the first two "Shrek" movies, but there's enough fresh humor and colorful action for it to overtake "Shrek the Third" and "Shrek Forever After" in the franchise.

Taking place before his appearance in the "Shrek" movies, Puss in Boots (Banderas) is a suave kitty with a criminal past. Flashbacks of the adorable kitten show him getting into trouble with classmate Humpty Dumpty (Zach Galifianakis). The rotten egg has dreams of uncovering magic beans that lead to a castle in the clouds and a goose that lays golden eggs. Puss would probably settle for a glass of warm milk.

Betrayed by his friend, Puss is understandably suspicious when Humpty reappears years later to hatch a plan to steal beans from the burly, dangerous husband and wife team of Jack and Jill (Billy Bob Thornton and Amy Sedaris). But Puss just can't resist Humpty's new partner, the sultry Kitty Softpaws (Salma Hayek).

"Puss in Boots" is more of an energetic remix of classic fairy tales rather than a cynical send-up, which is a welcome departure from the "Shrek" films. The humor here is more situational and character than one might expect from the franchise that essentially started the "pop culture-infused" animation trend of the last decade. That said, a Lady Gaga song plays over the end credits.

Banderas seems to be having a lot of fun and the added romantic interest of Kitty Softpaws allows Puss to make all sorts of smooth, arrogant compliments about himself. The story moves along well and there's a decent message about the sacrifices one must make to be a better person. Or cat. Or egg.

"Puss in Boots" is one of several animated sequels this year, following "Kung Fu Panda 2" and "Cars 2" from this summer, and preceding "Happy Feet Two," in theaters Nov. 18. This year's Academy Award for Best Animated Feature is wide open after perennial favorite Pixar received the worst reviews in studio history for "Cars 2."

The "Puss" and the "Panda" from Dreamworks have decent shots at scoring nominations, and "Happy Feet" should be better than its advertising campaign suggests. And who knows if Steven Spielberg's "The Adventures of Tintin" will score with its blend of animation and motion-capture performance (it's already doing decent business overseas).

From what we've seen so far, the race comes down to the Western-skewing "Rango" featuring Johnny Depp, and the whimsical adventures of "Winnie the Pooh." Clocking in at just over an hour, the hand-drawn "Pooh" has more heart and soul than any of its longer, computer-animated counterparts.

Still, never count out an acrobatic kitty.

"Puss in Boots" Grade: B

Ticket Stubs is sponsored by the Hayden Cinema Six Theater. Showtimes at www.HaydenCinema6.com. Tyler Wilson can be reached at twilson@cdapress.com and www.NormdogEntertainment.com.