making a sequel to a widely beloved film is a weighty proposition indeed , especially when the first film is considered by many to be a masterpiece . when it comes to living up to expectations , a filmmaker is almost doomed to some degree of failure . for a sequel to live up to or even surpass the original's greatness is very rare indeed . and whereas " babe : pig in the city " misses equaling the greatness of its best picture nominated predecessor babe , it is a worthy companion piece . more than that , it is a spectacular work of art that deserves to stand alone in its own right . " babe : pig in the city " warrants the classification of being recognized with such classics like " the godfather : part ii " and " the empire strikes back " as being one of the greatest sequels ever produced . " babe : pig in the city " picks up precisely where " babe " left off . having won the sheep herding competition , farmer hoggett ( james cromwell ) and his pig are elevated to fame status . a series of unfortunate circumstances and hilariously freakish events leads to mrs . hoggett taking babe from the small country farm into the big city . in doing so , the film transports us into a wonderfully imaginative world that simultaneously mirrors and exceeds the creative design seen in the original . " babe : pig in the city " flourishes where so many sequels fail . most sequels simply rehash the events of the first film . not " babe : pig in the city " . this is a completely original tale that offers up a story drastically different than the first . also , by not being content to utilize most of the old characters , this film gives us many new ones to enjoy . in essence , it doesn't attempt to copy itself . instead , it strives to achieve an originality of its own . and it succeeds . that's not to say the familiar is absent . " babe : pig in the city " retains some of the best core elements and characters from the first film . along with babe himself , ferdinand the duck comes along for the ride , as does mrs . hoggett ( one of this decade's best and most underappreciated comic characterizations , hilariously performed by magda szubanski ) . the three singing mice also make the journey , chiming in with their cute high-pitched vocals . the story structure is also similar as each segment is introduced with title cards read by the aforementioned mice . from there , we are guided once again by roscoe lee browne's soothingly deep narrative . composer nigel westlake also returns with his whimsical music style that is perfect for cinematic fables such as these . but these elements are simply the frame that surrounds an entirely new painting . while staying at the flealands hotel , babe encounters a veritable ark-full of new animals . monkeys , kittens , and dogs of various breeds and sizes are some of the new " urbanites " that babe befriends , as well as some wonderfully comical pelicans that ferdinand the duck happens to encounter . each character is distinctly unique , some of which are imbued with personal human-like struggles that are endearing and touching . and while this world focuses largely on these animals , we are introduced to two new human characters as well . mary stein plays the owner of the flealands hotel , an animal-loving young spinster who harbors these lost creatures much to the dismaying anger of her fellow neighbors . stein's landlady is a wonderfully odd caricature . we also meet fugly floom , an old soft-spoken clown who owns many of the animals in the flealands hotel , utilizing them as a part of the act that he performs at different parties and functions . not having known who portrayed fugly floom prior to seeing the film , it came as an unexpected pleasant surprise to see who it was . so as not to ruin this well-kept secret , i won't reveal the actor's identity here . it was a treat indeed to see one of cinema's legends grace the screen again in what was a superbly gentle and heartwarming performance . the greatest triumph of " babe : pig in the city " is the art direction . simply put--it bleeds creativity , taking the look of the original film to a whole new level . restricted primarily to a farm the first time around , this second installment creates an entire city , dazzling us with unique fable-like architecture . but the stroke of pure genius by production designer roger ford is his use of our world's architectural landmarks . designing a skyline that includes the statue of liberty , the sydney opera house , the brooklyn bridge , the hollywood sign and the eiffel tower , ford has created a singular city that encompasses all of our cities ( as seen in the film photo and pre-production drawing to your right ) . added to that , many of this city's streets are the twin siblings of venice's gondola-trekked rivers . the metropolis that has sprung from ford's vision is a wondrous sight to behold . it is a world that you want to walk around in . norma moriceau's costume designs belong in this world , vibrant in color and style equal to that of the ford's landscape . most of the costumes are imaginatively cartoonish , with the most exotically grand design going to that of fugly floom's clown outfit . andrew lesnie's photography captures these elements with various lighting moods that are beautifully effective in creating the film's multiple emotional tones . much press fodder has been made over the weeks leading up to the release of " babe : pig in the city " . reports stated that its original cut was branded with a pg-13 rating . these reports were discovered to be false as it was assigned a pg rating . but even so , to be anything harsher than the original' s g rating had many parents and fans up in arms . by deleting a minimal number of shots , " babe : pig in the city " was eventually given the coveted g rating . although appeased , many fans were still concerned that it would be too dark , fearing that the film may have come to be possessed by tim burton himself . well , to coin a phrase , the reports of " babe : pig in the city " 's death at the hands of a dark , scary , felliniesque interpretation have been greatly exaggerated . granted it has its moments of pseudo-morbidity , but all-in-all " babe : pig in the city " is the funny and charming adventure that everyone was hoping it would be . whatever " dark " moments it may have can be attributed to director george miller ( the " mad max " trilogy , " the witches of eastwick " , " lorenzo's oil " ) . having served as a producer and co-writer on the first film , miller moves into the director's chair for this one , putting his own unique sense of style into this budding franchise . the story of " babe : pig in the city " is an enchanting yarn , but one that doesn't achieve the emotional or character depth of the original . missing here is the attempt to broach such heady themes as personal identity , an individual's worth , challenging conformity , and one's purpose in life . " babe " dealt with this weighty subject matter , creating a timeless fable . " babe : pig in the city " should not have rehashed these themes , but i do wish it would have attempted to explore new ones . this film is not bereft of moral or message as it parallels such issues as urban strife , class differences , sacrificial courage , and so on . but this film's goals aren't as lofty as the first's , instead choosing to take a more straightforward approach , allowing its themes to take a back seat to an exciting , sometimes intense , fable adventure that is undeniably clever and inventive . " babe : pig in the city " also decides against developing a relationship to the level of which was present in the first film , specifically the one between farmer hoggett and babe . hoggett's love for babe , which grew ever so gently , is what gave that film its charming and endearing quality . best exemplified in hoggett's dance for babe , this moving relationship was truly unique . it is something that i wish would have been present again ( and could have through fugly floom ) , but was not . please understand , these are not negative criticisms , per se' , but simply statements of what i see as the differences between " babe : pig in the city " being a very good film and the original being a great one . but having said that , these observations are minor critiques at best . as an overall piece , " babe : pig in the city " is a thoroughly enchanting and entertaining fable from beginning to end . sure , it isn't a great film , but it is an excellent one that possesses elements of greatness . it is a film that is magical with its charm and humor , exciting in its adventurous exploits , funny with its dry wit and cute voices , and breathtaking in its presentation . " babe : pig in the city " may not be moviemaking at its absolute best , but it is on level of cinematic quality that is rarely achieved or seen in cinema . as a result , if you choose to let this film pass you by , you will be missing of the year's best cinematic treats .