THE FILM

It's easy to grumble about the direct-to-video Disney sequels. Believe me, I've spent so much energy and time lambasting the foul Eisner-era business practice that I fear it's become just another speck in the wall of white noise. The argument against these mutations becomes even more difficult when they turn out to actually be kind of...good.

Full disclosure: I never watched "Cinderella II," so I'm unable to comprehend how the latest installment, "Cinderella III: A Twist in Time," stacks up against the previous sequel. Truthfully, I fail to sense any continuity between the two films; "Time" feels more like a pitch meeting oddity that snuck through the development process and somehow made its way to the finish line of actual release. It's a slight, speedy (running just over 65 minutes) diversion that manages a great deal of creativity in the long shadow of utter hackery.

While Cinderella (voiced by Jennifer Hale) and her Prince (C.D. Barnes) did go on to live happily ever after, the bitterness of defeat still burns within the Wicked Stepmother (Susan Blakeslee). After witnessing the power of a magic wand wielded by the Fairy Godmother, Stepmother and her vile children, Drizella (Russi Taylor) and Anastasia (Tress MacNeille), conspire to steal the miraculous stick, using the opportunity to rewind Cinderella's memorable night and position Anastasia in the role of the lucky future princess. Again penniless and pitiful, Cinderella, with her two mouse pals Jaq and Gus, fights to retrieve the magic wand and stop the wedding before it's too late.

Compare "Time" to the classic 1950 original, and you might as well bang your head into a wall. "Time" looks and feels like a DTV production, and makes no assumptions it can hit the heights of Walt's masterwork. The new film puts those expectations aside and simply tries to have fun with itself.

Technically speaking, the production is more assured than many might be expecting. The talented "Time" animators do manage to recapture, if not the depth, than the movement of the characters, taking the lead of the 1950 animation and smoothing it out for far lower ambitions. Much of "Time" is a color feast, brimming with golds and pastels that create a warm fairy tale environment for this story, and if the production didn't have the budget for widescreen grandeur, they do nail down a great atmosphere of friendliness to the picture. A vampiric business plan might have given birth to this film, but the production does their best to keep the show engaging and welcoming despite severe limitations.

Director Frank Nissen helmed the lovely "Pooh's Heffalump Adventure," and long ago was a contributing animator to the Canadian fantasy curiosity, "Rock & Rule." The filmmaker has a jovial way with his work, and a playful atmosphere infects "Time" early and doesn't let up. The picture doesn't waste a single moment getting to the story, and from there gallops off to relish some wicked villain behavior, a modest stab at song and dance, marvelous rodent slapstick, and various levels of misplaced magic. "Time" is light on its feet, and color me shocked to find that it contains some laugh-out-loud moments, most coming from the frantic mice Jaq and Gus, who deservedly get much more of the spotlight in the sequel, and even a song of their own.

Special attention must be paid to voice actress Tress MacNeille, who gives a rich, sweet reading of Anastasia that the film eventually comes to rely on in an unexpected way. MacNeille is an industry vet, perhaps best known for her stellar work on "The Simpsons" (once you hear the voice, you'll know exactly who she is). She brings vulnerability to the character along with a take on Anastasia's buffoonery that's worth at least one deep belly laugh. MacNeille is the gem of "Time."

THE DVD

Visual:

"A Twist in Time" is presented in a "family-friendly" (Disney's term, not mine) anamorphic widescreen (1.78:1 aspect ratio) transfer. Simply put, the disc looks stunning. The royal colors here fill the screen with stability and the animation is crisply represented, giving this DTV effort some breathtaking moments of clarity. Again, "Time" doesn't nearly have the lush animated ambition of the 1950 original, but the limited visual scope is gorgeous on this DVD.

Audio:

Viewers are given the option of a 5.1 Dolby Digital or a DTS sound experience. Both tracks are excellent, making good five-channel use of the picture's moments of magic and peril. The musical selections sound crisp and clear as well. Upon comparison, the DTS track clearly has the most bang for the buck, but either selection will deliver an unexpectedly plump audio experience for "Time."

Extras:

A music video for the end credit song, "I Still Believe," is served up first. Taking the route traveled by Lindsay Lohan and Hilary Duff, actress Hayden Panettiere ("Heroes") steps up to the microphone to perform here. It's a serviceable song, bursting with the kind of junior-high-notebook-scribbling imagery that should make it a hit on Radio Disney and roller skating rinks across America. The video is even more rudimentary, putting Hayden in a room of flowers to belt out the tune, intercut with clips from the film. Because I know the suspense is killing everyone, I will reveal that the video ends with Hayden meeting a (SPOILER ALERT!) "cute" boy.

The "Bibbidi-Bobbidi Game" asks the player to chase Jaq, Gus, and cat Lucifer around the castle in search of the magic wand. Kids should have a blast with this tedious matching game.

"Backstage Disney" provides a first look at the upcoming release of "Enchanted Tales: A Kingdom of Kindness," a DTV chapter in the ongoing "Disney Princess" saga.

"The Making of 'Twice Charmed'" takes the viewer behind the scenes of the stage musical available only on the Disney Cruise Line.

"Sneek Peeks" are provided for "The Little Mermaid III," Disney's upcoming Blu-Ray DVD line-up, "Mickey's Great Clubhouse Hunt," "Peter Pan: Special Edition," "Tinker Bell," "Ratatouille," and "Enchanted Tales: A Kingdom of Kindness."

Pop the DVD in your computer, and two DVD-ROM activities are available: "Ballroom Scene Designer" and "Printable Party." Both selections encourage the players to unleash their inner party designer.

FINAL THOUGHTS

With standards brought down to reasonable levels, "A Twist in Time" is far from the violation it could've easily become. Sharp direction, a healthy attention to sillyheart detail, and warm voicework lift this sequel away from mediocrity at every turn. The film silences the menacing, rusty creak of the Disney profit machine for a brief moment, and finds a fresh new way to give Cinderella an adventure that actually has some meaning.