For what most people think of as kids' movies, the Shrek franchise sure targets middle-aged men. No, not with Cameron Diaz voicing Fiona in an Ogres Gone Wild video, though I can't be the only person that finds Fiona strangely attractive. Instead, it's the willingness to use the surly Shrek (Mike Meyers) to stand in for the fears most men have in growing up and, yes, old.

We've watched Shrek battle in-laws' expectations. We've seen him wrestle with the fear that not only will he not be a good father, but that he'll be his father. Now after fathering triplets and falling into the routine of living for his children, Shrek longs for simpler days in Shrek Forever After or Shrek: the Final Chapter, depending on your ability to remember titles.. He might not have been beloved then, but he was at least himself.

Enter Rumpelstiltskin (Walt Dohrn). In a decent bit of retroactive continuity, it turns out that the evil little man would have removed the curse from Fiona, if she hadn't already found her true love. Once again ruined, Rumpelstiltskin finds the perfect opportunity to have it all if only he can remove the disgruntled Shrek from his timeline.

It's all as new as quantum physics and at least as old as It's a Wonderful Life. Shrek doesn't have an angel to guide him, but he soon learns that, as unlikely as it may sound, he has been much better for Donkey (a tired Eddie Murphy) and Puss in Boots (Antonio Banderas) than anyone might have expected. This time around, it's not just Puss' eyes that get big.

Somehow, the kingdom of Far Far Away has broken down into a war between ogres and green-skinned witches, only odd because in the previous films, there just never seemed to be that many of either group as a species. It gives an excuse to do a lot of different fun design-work with images everybody thinks they know inside and out, and the creative team pulls out a surprising number of variations on the Margaret Hamilton look.

As characters, the ogres really make an impression. Jon Hamm plays Fiona's alternate universe right hand man, bold and noble but not willing to transgress upon Princess Fiona, who has become kin to Red Sonja here. A fierce warrior woman, she leads the ogres in revolution, but still takes time out for chimichangas prepared by her chef (Craig Robinson - who almost steals the movie).

Since they're the nominal heroes, it's good that the ogres turn out to be so noble if a bit overzealously rough. Unfortunately, they don't really have a strong antagonist. Rumpelstiltskin has a history of petulance, sure, but he never quite generates that spark of evil.

Partly that lies in character design; he's clearly supposed to have that dichotomy of danger that Puss in Boots has. When the going gets tough, the tough look like the paintings of Margaret Keane. But it's human and cutesy, as ridiculous on the exterior as he is petty inside. Rumpelstiltskin comes off as a seedy Lucky the Leprechaun, instead of the guy that stamps himself to Hell when he doesn't get his way.

Dohrn plays the dwarf in a vague Pee-Wee Herman imitation, which also distracts from the action. It's close enough to wonder, and your wondering would be why they didn't just get Paul Reubens to match the rest of the celebrity voice-power loaded into this film.

In some places, though, even the celebrities don't sound much like themselves. Meyers and Murphy in particular sound tired, though their timing remains excellent as they parry. But really, only Antonio Banderas seems to be giving things his all. Maybe that's because Dreamworks is still considering a Puss in Boots solo adventure, and it beats voicing the Nasonex bee.

Ultimately Shrek Forever After is inoffensive, a decent send-off to the rude franchise (so they say) that comes down on the side of family values. Like in the previous installment, some of its deeper themes may just leave the little kids scratching their heads, but they've built in a judicious number of potty gags to get them right back.

So good-bye, Shrek. It's been fun. Yet somehow I can't shake the feeling that down the road we're going to be seeing Son of Shrek or Shrek 5 or maybe Dreamworks will give up playing coy and just out and out call it The Latest Shrek Movie.

Derek McCaw