Disney's latest animated video sequel is surprisingly good, with most of the original film's voice cast back in tow.

"The Lion King 1 1/2" (Disney, 2004, G, $29.99, two discs). This is a straight-to-video sort-of-sequel to Disney's "The Lion King," except that it actually takes place, more or less, during that film's same time frame. In this version, however, the stars are Timon and Pumba — and primarily Timon.

Most Disney video sequels are pretty poor, but this one has Nathan Lane returning as the wisecracking meerkat, and he's a hoot. (Other original cast members include Ernie Sabella as Pumba, Matthew Broderick as Simba, Robert Guillaume as Rafiki, Whoopi Goldberg and Cheech Marin as hyenas, etc. And Julie Kavner, who voices Marge on "The Simpsons," and Jerry Stiller, who plays the dad on "King of Queens," play new characters.)

The setup has Timon and Pumba watching the movie of their exploits on the big screen — complete with remote control — and occasionally commenting on the proceedings, a la "Mystery Science Theater." (Look for silhouette cameos by a bevy of Disney animation stars at the end.)

One caveat, however: parents may not be pleased with the flatulence gags (and one about nose picking), nor how pleased with these jokes the stars seem to be in the making-of featurette.

This two-disc set is also loaded with extras, including an interactive jungle-centric parody of "Who Wants to Be a Millionaire," hosted by Meredith Vieira, with Timon in the hot seat; a spoof of A&E "Biography," hosted by Peter Graves; etc.

Extras: Widescreen, deleted scenes, making-of featurettes, interactive games, music video, etc.

"Comic Book: The Movie" (Miramax, 2004, not rated, $29.99, two discs). Mark Hamill directed and stars in this occasionally funny semi-documentary, in which he plays a comic-book collector summoned to Hollywood as a consultant on a major film. But he can't help but carp about the changes being made to his favorite comic and sets out to do his own documentary.

The bulk of the film was shot during an actual comic-book convention in San Diego, affording Hamill plenty of star cameos, using such cartoonists as Matt Groening ("The Simpsons") and Stan Lee ("Spider-Man"), cult actor-favorite Bruce Campbell ("Evil Dead," "Bubba Ho-Tep"), comics Sid Caesar and Jonathan Winters — even Hamill's old "Star War" cronies, the unseen actors who played Chewbacca, Darth Vader and C3P0, show up!

More for comic-book, animation and sci-fi aficionados than anyone else — but they're going to love everything about it, including the plethora of extras, such as extended interviews and video of a panel discussion by famous (to fans) cartoon voice actors.

Extras: Full frame, audio commentary, deleted scenes, bloopers, making-of featurettes, interviews, radio show, biographies, etc.

"The Tales of Beatrix Potter" (Anchor Bay, 1971, not rated, $14.98). This performance by the Royal Ballet is staged as a movie, with dancers in elaborate costumes to replicate the Potter characters — Peter Rabbit, Squirrel Nutkin, Jemima Puddle-Duck, etc.

The sets are equally amazing, with occasional diversions to show young Potter writing, playing the piano or receiving inspiration outdoors.

Nicely done, and a good way to introduce young ones to ballet.

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Extras: Widescreen, trailer, etc.

"Best Ever Sleepover!" (Blue Skies, 2003, $14.95). The title tells it all with this video aimed at small fry, demonstrating games and activities that can be used to keep young sleepover guests occupied. (A balloon version of truth or dare, pajama fashion show, etc.)

Extras: Full frame, songs, interviews, goofs, recipes, etc.


E-mail: hicks@desnews.com

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