w 78, alone and facing forced residence at a "retirement village," Carl hatches a crazy, screw-it-I've-got-nothing-to-lose plan: He attaches thousands of helium-filled balloons to his house and takes off into the sky.

On his way, Carl discovers a boy named Russell (Jordan Nagai) cowering on his porch. Carl is displeased, and he attempts to turn around and take Russell home. But they get sucked in a storm and whisked away to the remote mountains of Venezuela.

Once there, the duo picks up a giant tropical bird named Kevin and a talking dog named Dug (Bob Peterson). Carl, whose basic plan was to die in South America among his memories of Ellie, becomes increasingly frustrated with the complications and entanglements his adventure encounters. When it turns out he's not the only adventurer in the region, things become urgent and Carl's priorities shift from finding a place to die to making sure Russell, Kevin and Dug live to see another day.

"Up" is an almost-perfect blend of plot and character. The first 10 to 15 minutes of the movie are spent introducing us to Carl and his wife through a nearly dialogue-free montage of their life together. What follows in nearly all fast-moving action that, without the opening section to help us like and care about him, would be all flash-and-bang.

Peterson and his co-director Pete Docter seem to understand that even though they're working in a purely special effects-based medium, special effects are not compelling or even very entertaining without an emotional connection to the characters.

"?Mike Robertson

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