The acting is fabulous, with great lines and attitude from Donkey, courtesy of Murphy. "I'm sorry," he says to the interloping Puss, "but the position of annoying, talking animal has already been taken." When Puss tries to give Shrek advice, Donkey quips, "If we need an expert on licking ourselves, we'll give you a call." Banderas, as Puss, is also wonderfully self-deprecating, mocking Latino machismo with great humor.

The most brilliant part of the film is its deconstruction of our materialistic postmodern culture. In the Kingdom of Far Far Away (which has it's own "Hollywood" letters on a hill), we see palm trees, mansions and a slew of trademarked signs that include Farbucks Coffee, Saxxon Fifth Avenue and the Pewtery Barn. Great music, including the theme from Mission Impossible and Ricky Martin's "La Vida Loca," add to the effect. The film alludes to movies as well, with scenes that spoof Flashdance and Ghostbusters, among others. A character gripes about his Miranda Rights. Employees complain about lack of healthcare. The godmother acts like a godfather, complete with henchmen. News choppers report an escaping "white bronco" (an allusion to the O.J. car chase) as Shrek and Donkey sprint through the woods. Frankly, the dialogue is positively inspired, with dozens of cultural references to amuse adults - so listen carefully.

A couple of objectionable - and unnecessary - elements are worth mentioning. Pinocchio is a cross-dresser who is caught wearing women's underwear (he lies about it and his nose grows). The fairy godmother writhes on a piano, singing a sexy song. And, Larry King plays a cross-dressing ugly stepsister/bartender.

Otherwise, this film is a great send-up of who and what we've become. Well done, DreamWorks. This is the best film I've seen all year.