... FOR "SEQUEL-ITIS AND 'TOY STORY 3'"

So. Toy Story 3. I've been letting it sink in for the past few days now, and here's what I think: as a sequel to my favorite animated franchise, it doesn't quite soar to the same heights as its predecessors (the writing's a tad lazy on a couple of fronts), but nevertheless acts as a lovely and moving coda to the series that began Pixar's cinematic legacy.

The original Toy Story – and I believe this just as strongly now as I did when the movie was released back in 1995, the year I graduated from high school (!) – is this generation's Snow White And The Seven Dwarfs. Sure, we knew (computer) animation had been around for a while, but we didn't know it could do that. It also came as a firm announcement of the Pixar model: story first, everything else second. (Any movie can wow you with its technique, acting or special effects, but if the story's a bust there's really no point.)

Then came Toy Story 2 four years later, one of a handful of sequels that actually manages to surpass the first chapter in terms of characterization and depth. It also does everything a quality follow-up should do – gives you more of the same (introducing that second Buzz Lightyear was an ingenious move on the writers' part), while moving the story forward in surprising new directions. Plus, it had me laughing hysterically all the way through. I've been terrified of the new movie ever since I'd heard they were making it. I mean, how could they? Would it be just another empty attempt to cash in on a beloved franchise's good name? How much is too much of a good thing?

I needn't have worried. The folks at Pixar are too smart just to churn out cheap thrills, and I think they care too much about Woody, Buzz, Rex, Slinky Dog, Ham, Mr. Potato Head and the entire Toy Story universe to let the rest of us down. (The story goes that Disney planned on creating a new animation division that would continue to churn out direct-to-video sequels to Pixar films – with or without participation from original crew members. That meant we were going to get a Toy Story 3 no matter what. So Pixar renegotiated their contract and took full control of their properties, rather than see their beloved characters become part of a larger studio conglomerate. Lee Unkrich took control of the new Toy Story, and his team retooled the movie to their own specifications.)

Following an extended action sequence that opens the movie (it's an amped-up version of Part 1's opening scene, with some of the same dialogue, no less), there's an overwhelming sense of melancholy that permeates all of Toy Story 3. Woody (Tom Hanks), Buzz (Tim Allen) and the gang have been retired to a toy chest, and pass the time executing schemes to get their owner, Andy, to play with them again. But Andy (John Morris, the same actor who voiced the character as a boy) is set to leave home for college at the end of the week and no longer has time for such childish things. So the toys resign themselves to attic fodder, which might have seemed hopeless enough (toys, after all, are meant to be played with). The screenplay, though (by Little Miss Sunshine's Michael Arndt), makes a point to mention other characters who are no longer part of the fold – what happened to them, it's never said, although we can assume they've "moved on" to greener pastures.

Thus, the themes of the movie: accepting your place in this world, and death. That's some pretty heady stuff for a kids' movie – and a second sequel at that – and it caught me completely off guard. It's a continuation of themes started in Toy Story 2, in which the toys had severe abandonment issues; there's even a fulfillment (of sorts) of a warning given last time around, which promised the characters they'd spend "an eternity rotting in some landfill."

Not to worry, though. The movie never gets bogged down by its own discontent. After a series of misadventures, the toys wind up at a daycare center called Sunnyside, which at first glance seems like an ideal place for a toy to spend its time. (Imagine: to be loved and played with by an endless string of children! As one character says, "No owner, no heartbreak.") But Sunnyside is ruled by the tyrannical Lotso (voiced by Ned Beatty in full- on Southern drawl), a fuzzy plush bear who smells like strawberries and runs the place like a prison camp, banishing newcomers to the "Caterpillar Room," where they're used and abused by insatiable toddlers.

Here, we're introduced to a host of new characters, including – finally! – Ken (Michael Keaton, priceless) who turns out to be every bit the clotheshorse fashionista as Barbie is, and Big Baby, a creepy-sad plastic doll with a lazy eye who acts as Lotso's enforcer and second-in-command. (It is also during this sequence that the writing starts to wear a little thin. Lotso's character motivation turns out to be nothing more than a twisted amalgam of Stinky Pete and the "When She Loved Me" sequence from TS2, and what his minions do to Buzz is just another excuse to revert everyone's favorite space toy back to his deluded old self.) The movie then becomes a clever/ deliberate riff on The Great Escape, with our heroes making a strategic attempt to break free of their imprisonment and make it back to Andy's house, attic or not.

I'll spare you the more intricate twists of the plot, except to say that this third Toy Story adventure is punctuated by moments guaranteed to stick with you: Mr. Potato Head, transformed into a walking, flopping tortilla shell as he acts as lookout for the other toys; Woody carefully draping bathroom tissue across a toilet seat as he makes an escape, and later, his selfless decision to return to Sunnyside and lead his friends in battle; Big Baby standing watch in the moonlight on a playground swing, no doubt longing for times past (a shot echoing an earlier one in which Big Baby basks in the rays of the sun); the helpless look on Jesse's face as Buzz dances flamenco around her (don't ask); "No one can hear you!" "What?"; the running gags at the expense of Ken's endless need to accessorize; and a climactic moment of doomed resignation, with our ragtag group of toys edging ever closer toward a flaming incinerator.

It's this last bit that's resonated with me the longest. As these beloved characters locked hands and bravely accepted their fate, meeting the end together as one, I felt my mouth hanging open. It's a powerful moment, so human, so unexpected, that transcends just about everything else in this already groundbreaking series. Then, guess what? Turns out that's merely a curtain-raiser for the movie's final emotional curve ball, which gives everyone the closure they deserve. It allows Andy to pass the baton, so to speak, and it brings a lump to my throat even now as I think about it.

And so we come full circle: Toy Story 3 is a heartfelt capper to a franchise that's ultimately about the joys of childhood, and the growing pains we experience once we leave all that behind.