3 stars (out of 4)

Peter Pan may never grow up, but P.J. Hogan's live-action movie of the same name gives him a Wendy Darling to challenge his resolve. Wendy, played by Rachel Hurd-Wood, may only be 12, yet she's got full, ruby-red lips and, as her aunt says, a woman's chin.

The notion of Wendy as a love object is not new to "Peter Pan"; James M. Barrie's original 1904 play is loaded with thorny issues as Wendy represents both girlfriend and mother to the boy who can fly. Even the relatively sanitized 1953 Disney cartoon pits a jealous, va-va-voomsky Tinkerbell against a precocious Wendy -- and, oh, those nymphet mermaids!

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So despite the squeaky clean vibe established by years of Sandy Duncan/Cathy Rigby musical stage productions, this is tricky-verging-on-twisted material that Hogan ("My Best Friend's Wedding") and co-writer Michael Goldenberg take back to its roots and then some. The new "Peter Pan" remains a fairy tale, one that is lavishly designed and strikingly shot, but it pushes the pubescent yearnings more vigorously than previous popular interpretations.

Apple in the garden

Wendy wants to give Peter a kiss from the start, but if Peter acknowledged any reciprocal desires, he'd be maturing in a way he's programmed not to do. Wendy's kiss is like the apple in the garden: Take a taste, and there's no going back to eternal childhood. It must be said: There seems something prurient about presenting Peter's adult temptations in the form of a 12-year-old girl.

But even as the movie distills Peter's personal-growth issues, it muddles the themes, which are bound to get cloudy given that the young Lost Boys view Wendy as their mother while a fairy schemes to kill her as a rival lover.Adding to the Freudian fog is a casting tradition carried over from most previous versions: The homicidal Captain Hook is played by the same actor (Jason Isaacs) who portrays Wendy's fumbling dad.

Jeremy Sumpter plays Peter as an impish, vines-wearing jungle boy -- no hand-me-down elf outfits here. He comes across as cocky and immature, which makes sense: He's a kid acting like a kid, for once, rather than a grown-up acting like a kid. (Insert inappropriate Michael Jackson joke here.)

After Peter's entertaining battle to retrieve his shadow from the Darlings' London townhouse -- the highlight of which has Lynn Redgrave as Wendy's newly invented aunt trying to fake out the shadow on the wall a la Groucho Marx in "Duck Soup" -- he lures Wendy and her mostly afterthought younger brothers John (Harry Newell) and Michael (Freddie Popplewell) to fly away with him to Neverland.

"Forget them, Wendy," Peter murmurs to Wendy, who's reluctant to abandon her parents. "Forget them all."

Their journey is indeed fantastic as they fly through space and land on a cloud, where they must duck cannon volleys from Hook and his fellow pirates. Prodded by Tink (a wordless Ludivine Sangier of "Swimming Pool," playing up the fairy's childish qualities), the Lost Boys add to the peril by shooting at "the Wendy bird."

Typical of the film's effectively dry humor, after an apparently hit Wendy has fallen to the grass, one of the Lost Boys mutters, "Tragic, awful -- good shot, though."

On a mission

More seriously sinister than Dustin Hoffman's flamboyant title character in "Hook," Isaacs' pirate leader is like a slightly more personable cousin of the actor's sneering Lucius Malfoy from the "Harry Potter" movies. Hook has been gunning for Peter ever since the little scamp chopped off his right hand and fed it to a crocodile, and Hogan introduces the mustachioed villain by showing us his arm stump.

It's an off-putting bit of realism in a supposedly make-believe world, if only because it underscores the violence of Peter's prior act. Likewise, Hook's shooting a henchman in the chest is startling amid the breezy tone Hogan otherwise has established in Neverland.

Something also is at odds about the idealistic declarations of "I do believe in fairies!" to revive Tink and the venom with which the kids' chant, "All alone! Done for!" as they hope to bid final adieu to Hook. By the ending, which has Peter having and eating his adolescent cake, the various yearnings for parents and companions have become a hopeless tangle.

Yet "Peter Pan" still works as mind-tickling entertainment that never stoops to the vulgarities or frenetic pacing of most family films. Hurd-Wood is sweet and engaging, and Sumpter makes you feel the cost of clinging to childhood while avoiding heartfelt connections. A shot of him gazing in the Darlings' window is truly poignant.

The movie contains other memorably lyrical moments, such as Peter and Wendy viewing a gathering of fairies or dancing in the sky. The special effects emphasize sparkly storybook qualities over realism, and the characters often are shot in a muted bluish light while the forest greens and other bright colors burst out around them.

It's as if the movie itself has been sprinkled with fairy dust, and good thing, too: The world of "Peter Pan" is, at heart, so troublesome that it might as well also be enchanting.

"Peter Pan"

Directed by P.J. Hogan; written by Hogan, Michael Goldenberg; based on the stage play and books by J.M. Barrie; photographed by Donald M. McAlpine; edited by Garth Craven, Michael Kahn; production designed by Roger Ford; music by James Newton Howard; produced by Lucy Fisher, Douglas Wick, Patrick McCormick. A Universal Pictures release; opens Friday. Running time: 1:53. MPAA rating: PG (adventure action sequences, peril).
Mr. Darling/Captain Hook - Jason Isaacs
Peter Pan - Jeremy Sumpter
Wendy Darling - Rachel Hurd-Wood
Aunt Millicent - Lynn Redgrave
Smee - Richard Briers Mrs. Darling - Olivia Williams