'Penelope' audiences may turn up noses

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With a mishmash of accents and setting, "Penelope" is as confused as its titular character when she leaves her home-cum-prison for the very first time.

The modern-day fairy tale centers on the aristocratic Wilhern family headed by Franklin (Richard E. Grant) and Jessica (Catherine O'Hara). A witch once cursed the Wilherns, ensuring that their next daughter would have a pig's snout for a nose. Unlike the last Tudor king, they had a plethora of sons, and it's taken generations for the curse to come true, which it does with the birth of Penelope (Christina Ricci).

The horrified Wilherns hide Penelope away and, when she's old enough, try to find her a suitable husband — the curse will be lifted when she finds love with one of her own kind.

The upper-class suitors who pay their respects for a chance at a sizable dowry all flee, however, when they catch sight of that snout. When one becomes a laughingstock for claiming to have seen a woman with a pig's nose, he teams up with an unsavory tabloid reporter to get proof of his outlandish tale.

They find a "down and out blueblood" to try his luck with Penelope. Max (James McAvoy) is even more surprised than most when he finally meets her, though — she's not the animal he was expecting but an intelligent and spirited girl. Inspired by Max, who tells her about the great big world outside her mansion, Penelope covers herself in a scarf and runs away from home. She finds new friends — including one played by Reese Witherspoon, also one of the film's producers — but most important, finds herself.

"Penelope" had American producers but British backing. The result is a strangely mixed-up film. The setting is clearly London, where the movie was filmed. (Where else but in England would we hear talk of "bluebloods"?) However, although most of the aristocratic suitors speak in English accents, hardly anyone else does. Max and the Wilherns are American, and so is the tabloid journalist pursuing Penelope. He also offers "five thousand bucks" to Max for his cooperation.

It proves too big of a distraction in a film with a flimsy, mostly predictable plot. It's too bad, because Mr. McAvoy, a Scot who here sounds eerily like Tom Cruise, offers more proof that he's a leading man with the chops and choices of a character actor. The talents of the wonderful and funny Mr. Grant and Miss O'Hara are also criminally ignored.

"Penelope" made its debut at the 2006 Toronto International Film Festival and has been sitting on the shelf ever since. If it weren't for the newfound fame of Mr. McAvoy, who starred in the Oscar-nominated "Atonement," it might still be collecting dust.

Unfortunately, it's easy to see why.

**

TITLE: "Penelope"

RATING: PG (thematic elements, some innuendo and language)

CREDITS: Directed by Mark Palansky. Written by Leslie Caveny

RUNNING TIME: 89 minutes

WEB SITE: www.penelopethemovie.com

MAXIMUM RATING: FOUR STARS