The central character is RJ (Willis), a raccoon to greedy for his own good. He gets caught in the act while stealing the supplies of a hibernating bear (Nolte), who threatens to kill him if he doesn't replace all the items (which get obliterated by a car) before hibernation time is over. To meet the tight deadline, RJ cons a group of animals into unwittingly aiding him. This group, led by the turtle Verne (Gary Shandling) have just reawakened in springtime to find that their formerly vast wooded area has been mostly overwhelmed by suburban development. RJ the scavenger tempts them with the quick-fix possibilities of stealing discarded junk food from the humans' trash cans, instead of taking the time to gather natural foods like nuts and berries. This leads to conflict with Verne, who resents having his position as leader usurped. Verne tries to return the purloined food, which is destroyed in the process, leaving RJ to rally the troops for a last-minute attempt to re-take the items he needs to save his life. Of course, RJ has a last-minute change of heart about betraying the buddies who have done so much for him, which leads to a climactic confrontation when he refuses to turn his haul over to the bear.

OVER THE HEDGE is clearly trying to say something about the evils of urban sprawl and junk food, but the message is not heavy handed. The jokes come fast and furious, obscuring any sense that the film is lecturing its audience.

The characters are all delightfully amusing -- not only the leads but also the supporting cast. Standouts are the porcupine family, who sound as if they escaped from the cast of FARGO and a melodramatic possum (he's really good at playing dead), voiced by the king of hammy acting, William Shatner.

In one of the film's jokes guaranteed to fly over the heads of younger viewers, Shatner gasps "Rosebud!" when his character collapses in during a feigned death scene. The film also invokes A STREETCAR NAMED DESIRE (not to mention Pepe Le Pew) when a love-struck Persian cat cries out the name of the female skunk with whom he has fallen in love: "STELLAAAAA!"

The highlight of the movie has to belong to Hammy the hyperactive squirrel, who studiously avoids augmenting his natural condition with caffeine -- until the plot demands that he move really, really fast during the climax. The set up is that the animals have de-activated the traps set to capture them, but now they need Hammy to turn them back on in order to capture the marauding bear. But instead of the frantic, pinball-bouncing-off-the-walls effect the audience is expecting, the film goes the opposite direction, portraying literally the entire Earth slowing down from Hammy's perspective when he goes into hyperdrive. Rather like that old STAR TREK episode, everyone else seems frozen into position as Hammy casually goes about his business, even outwalking the laser beam grid that switches back on, with no more concern than a waiter rounding the corner of a table. It's a truly inspired moment of visual brilliance -- an imaginative concept perfectly brought to life with CGI.

Not all of OVER THE HEDGE is this brilliant. An early set piece of Verne knocked around like a hockey puck is overdone and under-funny. The repeated references to Stella's skunky stench are distasteful (at one point, to shut off the smell, she even has a cork shoved up her...well, you get the idea). And the warm-hearted pro-family message (RJ's change of heart is precipitated because the other animal's welcome him as one of their own) gets a bit too sickly sweet to be genuinely heart-warming.