You can't really call it a sequel because it's an adaptation of the second book in C.S. Lewis' series, but seeing its predecessor is a must to understand what's going on - and it'll make you appreciate how much better this movie is.

"Prince Caspian" picks up a year after the Pevensie children - eldest Peter (William Moseley), young woman Susan (Anna Popplewell), teenager Edmund (Skandar Keynes) and youngster Lucy (Georgie Henley) - left Narnia and returned to school during World War II-era London. But 1,300 years have passed in the magical land where they once served as kings and queens; now under the rule of the Telmarines, the place is in ruins. The animals have gone into hiding in the forest and the majestic lion Aslan (voiced by Liam Neeson) hasn't been seen in a millennium.

The foursome is accidentally summoned back there by Prince Caspian (British stage actor Ben Barnes), whose life is in danger. His power-hungry uncle, Lord Miraz (Sergio Castellitto), and his wife have a newborn son whom Miraz hopes will one day be king - instead of the prince.

The birth sends Caspian fleeing on horseback through the woods and across a treacherous river in the dark of night in the film's thrilling, suspenseful opening. Andrew Adamson, veteran of the "Shrek" movies who also directed the first "Narnia," shot the film with a cast and crew of thousands on location in unspoiled, rustic settings in New Zealand, Slovenia, Poland and the Czech Republic. Weta Digital, the masterminds behind the "Lord of the Rings" trilogy, are among the special effects experts giving the movie its spectacular appeal.

Once the kids return to Narnia - which they reach through a tube station, calling to mind the passage route to Hogwarts in the "Harry Potter" series - they must band together with Caspian and the chatty, furry creatures of Narnia to fight Miraz and his massive army and restore the throne to its rightful heir.

Sound like a fun adventure for the whole family? It's not. This "Narnia" is strictly for tweens and up with its palace intrigue and protracted battle scenes, and some creatures and action sequences may be too frightening for little ones. (Adamson co-wrote the script with Christopher Markus and Stephen McFeely, who all collaborated on part one, as well.)

But despite the heavier themes of betrayal of trust and loss of innocence, this "Narnia" also has a healthier share of light moments, too. British comic Eddie Izzard steals the show as the voice of Reepicheep, a flamboyantly swashbuckling mouse who calls to mind Antonio Banderas' Puss in Boots character from the second and third "Shrek" flicks.

Peter Dinklage brings depth and humor to the role of Trumpkin the Red Dwarf, a Narnian who's as quick with a sword as he is with a cranky one-liner. And Tilda Swinton makes an all-too brief appearance as the crazy White Witch, a tantalizing reminder of the great range within this recent Oscar winner. (Barnes, meanwhile, is dreamy and all but it's hard to tell whether there's anything there, even though he plays the titular prince.)

And there is still an innate sweetness in the fact that Lucy, the baby of the Pevensie bunch, is the voice of reason - the one who sees things her brothers and sister miss and realizes that magic is still possible while they're busy flailing in their pragmatism.

All the young actors seem stronger and more comfortable than they were the first time around, and their bonding and bickering make their familial relationships seem believable, relatable. At least that gives you something to latch onto when all those talking squirrels and centaurs seem just too silly to take.

"The Chronicles of Narnia: Prince Caspian," a Walt Disney Pictures release, is rated PG for epic battle action and violence. Running time: 137 minutes. Three stars out of four.

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Motion Picture Association of America rating definitions:

G - General audiences. All ages admitted.

PG - Parental guidance suggested. Some material may not be suitable for children.

PG-13 - Special parental guidance strongly suggested for children under 13. Some material may be inappropriate for young children.

R - Restricted. Under 17 requires accompanying parent or adult guardian.

NC-17 - No one under 17 admitted.

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