STORIES BY GLENN WHIPP> Film Writer

Before looking at DreamWorks Animation's latest offering, "Kung Fu Panda," and dismissing it as another widget coming off the Talking Animals Movie Assembly Line, consider the battles its creators chose to fight.

There are no pop-culture references in the movie. No pop songs. It's in wide-screen CinemaScope. It respects its genre instead of spoofing it. The main character is the funniest character in the movie - a first, say co-directors John Stevenson and Mark Osborne, for the animated genre. (Stumped us.)

"Kung Fu Panda" signals the end of a cycle for DreamWorks, which has enjoyed a solid commercial run with the three "Shrek" movies, "Shark Tale," "Madagascar," "Over the Hedge" and "The Bee Movie." All were hits - the "Shrek" films and "Madagascar" being the standouts - but critics and audiences have shown signs of fatigue with the films' similar approach in tone and storytelling.

"It's all kind of a cycle of things you go through," says DreamWorks Animation CEO Jeffrey Katzenberg. "When we did the pop-culture references with `Shrek,' people thought it was brilliant. By the time you get to the third `Shrek,' it's less brilliant. But it's in the DNA of what `Shrek' is. We're not going to not do it."

"The other movies," Katzenberg continues, "were contemporary stories. So, yeah, it's a little bit of a signature we've done in some of our movies. But things change."

"Kung Fu Panda" can be seen as the first agent of change. It's a timeless, rather simple story set in ancient China about Po (voiced by Jack Black), a panda who overcomes his fear of failure to become an unlikely kung fu warrior.

The concept had been kicking around DreamWorks for about a year before Osborne and Stevenson pitched Katzenberg with this idea: What if Akira Kurosawa shot a Jerry Lewis movie?

"There's a yin and yang of ideas that don't go together," Stevenson says. "Just like the title of the movie."

Both directors grew up loving kung fu movies and were determined to avoid any elements of spoof or parody. They take martial arts as seriously as their main character, to whom kung fu means everything.

Signing Black to voice Po allowed the filmmakers to clear out the ideas that weren't working and completely reset the approach. As per other DreamWorks animated movies, the voice cast boasts a host of big names - Dustin Hoffman, Angelina Jolie, Ian McShane and Jackie Chan.

But their work is more organic and less likely to take you out of the story than, say, Will Smith in "Shark Tale."

"Kung Fu Panda" opens with a striking dream sequence in 2-D animation that sets its humble hero's journey in motion. And though its message of believing in yourself may be familiar, it's handled lightly and with conviction, something the directors, both parents of young children, felt strongly about.

Says Stevenson: "People ask us, `Are you making issues of weight with Po?' Well, the only issue is that he's exactly the right weight for a panda. He's not overweight. He's panda weight. And panda weight turns out to be exactly the right weight to defeat the bad guy."

If this all sounds a little too sweet for DreamWorks, whose offerings usually have a little more edge than Disney's animated fare, Katzenberg doesn't seem the least bit worried about how it will play.

"You just say the words `Kung Fu Panda' and you're three quarters done," Katzenberg says. "Add Jack Black to it and you close the deal."

Glenn Whipp, (818) 713-3672 glenn.whipp@dailynews.com

Black and Po are pitch perfect

"I don't know of any animated character and voice that have ever been a better match than Jack Black and Po."

Strong words, particularly coming from Jeffrey Katzenberg, a man who's had a hand in some of the greatest animated movies of the past quarter century.

Of course, moments after those words spilled out, the DreamWorks Animation CEO backtracked and offered two other immortal voice/character matches - Eddie Murphy's Donkey from the "Shrek" movies and Robin Williams' Genie in "Aladdin." (How 'bout Albert Brooks in "Finding Nemo"?)

But, watching "Kung Fu Panda," there's no denying that Black's emotionally open vocal work as Po, the panda who learns he possesses everything he needs to realize his dream, is the stuff of greatness.

Black, talking to the Daily News in January, called Po a character as close to his heart as the record-store clerk he played in "High Fidelity."

" `High Fidelity' was the first time I brought a lot of myself to a role," Black said. "Before that, I was just imitating other actors I admired. Bad idea. I needed to do my own thing, find my own voice.

"And that's the message of the movie: Be your own hero. I feel that deep in my bones."

Says the movie's co-director Mark Osborne: "It's hard to separate Jack from Po. Jack inspired Po's story."

In fact, Osborne cites "Cosmic Shame," a profane, follow-your-dream song Black wrote for his rock band, Tenacious D, as an inspiration.

"It's about going after your dream, but knowing that if you chase it and fail, you fail big-time," Osborne says. "In trying, you're risking the `cosmic shame.' Nevertheless, you should pursue it. And if you're supposed to fall flat on your face, maybe you'll fall flat on your face on top of the bad guy like Po does."

"The message," co-director John Stevenson adds, "is simple: Don't be afraid of failure."

--Glenn Whipp

Dumpling scene is quiet - but very POW-erful

One of the most enjoyable scenes you'll see in a movie this year arrives about an hour into "Kung Fu Panda." It's a bit so good that it actually got an audience at the recent Cannes Film Festival to applaud at its conclusion. And this isn't a crowd you'd figure as an easy mark to roll over for an animated-critters movie.

The scene - mostly wordless - has a diminutive red panda kung fu master named Shifu seemingly offering his pudgy panda pupil Po a reward of a dumpling picnic feast. The meal turns out to be yet another test for Po, ending with master and pupil engaging in a furious chopsticks battle over the final precious dumpling.

"You see this often in martial-arts movies," co-director Mark Osborne says. "There are epic battles over the smallest of things."

Osborne and co-director John Stevenson cite three movies that inspired their scene:

"Fearless Hyena" (1979): The most obvious inspiration, this Jackie Chan kung fu comedy (the first he directed) features a classic sequence where a taciturn martial-arts master uses his chopsticks to prevent Chan from eating a dumpling.

"The Magnificent Butcher" (1979): Rival kung fu schools rumble, culminating in a battle in which the combatants use calligraphy pens as sword substitutes.

"Le Femme Nikita" (1990): After three years of intense assassin training, Nikita believes she's finally getting a reward - a nice birthday dinner. Once at the four-star restaurant, though, Nikita learns that the meal was a ruse. She's handed a gun and told to assassinate the man at the table behind her.

"It's not actually a reward," Stevenson says. "It's the final lesson. Just like with Po."

The chopsticks battle in "Kung Fu Panda" was one of the first scenes the filmmakers worked out for the movie. When they finished it, they knew they had defined the tone of their film.

"It's got everything," says DreamWorks Animation CEO Jeffery Katzenberg. "It's clever, witty, exciting and ultimately a wonderful emotional realization between teacher and student. When they showed me that scene, I knew we had a movie."

--Glenn Whipp

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GLENN WHIPP'S REVIEW OF 'KUNG FU PANDA'