After seeing the character Puss in Boots in 3 different Shrek films (him each time stealing every scene he’s in), it just made sense to give the character his own spin-off film, right? Fortunately this is what DreamWorks gave us in 2011’s Puss in Boots.

Normally I’m opposed to relying too heavily on sequels and spin-offs, but this movie makes only makes passing Shrek references and works perfectly fine as a standalone film. Amazingly enough it actually feels fresh and original despite being a spinoff film. Plus, Puss in Boots actually outshines both Shrek the Third and Shrek Forever After by a large margin- a point that was driven home by it becoming the only Shrek sequel/spin-off besides Shrek 2 to be Oscar-nominated for Best Animated Feature.

An outlaw on the run, Puss in Boots (Antonio Banderas) sets out to clear his name and pay off an old debt. His goal is to hunt down husband-and-wife crime couple Jack and Jill (Billy Bob Thornton, Amy Sedaris) and to steal their magic beans which they – and Puss in Boots – plan to grow into a beanstalk in order to steal the eggs from the Golden Goose residing in the giant’s castle in the clouds.

This scheme leads to a clash with another feline thief who is also after the magic beans named Kitty Softpaws (Salma Hayek) and a reunion with an old friend from childhood, Humpty Dumpty (Zach Galifianakis), who Puss in Boots has a rocky relationship with. Although we find out in flashback that Puss and Humpty used to be very close, and Humpty was an important player in the story of Puss’ evolution as both a hero and as a criminal.

The romantic relationship between Puss and Kitty seems tacked on, but Puss and Humpty’s relationship is the core of the movie, and their arc is where most of the heart comes from, leading to a satisfying ending that is worthy of its Oscar nomination.

Unfortunately, everything else about the story feels a bit lacking. The first third of this 90-minute film is clever and funny, the highlight being the dance fight between Puss and Kitty. The feline humor also works as it reminds us of the species of our main character. However, in other ways the film quickly loses its spark and appeal.

A common problem with this film, and many DreamWorks films, is its over-reliance on juvenile humor. I understand that these movies are aimed at kids, but it oftentimes comes off like the movie isn’t  taking itself seriously even when the dramatic sequences call for it.

The actors all do fine jobs, although they aren’t given much to do.There isn’t much depth in the characterization despite the film’s emotional story. Humpty’s motivations feel particularly hard to empathize with. It often felt like the film wanted me to root for the villains, which is a bit problematic.

Overall, I did enjoy this film a fair amount. The story is well-paced, the art direction is more beautiful than most DreamWorks films, and the music by Henry Jackman and Rodrigo y Gabriela sets a perfect mood, but as Humpty says when describing what it’s like for eggs in prison, “it ain’t over easy”