My vague recollection of that viewing of The Lion King is that I spent most of the movie feeling disappointed that it wasn't as funny as Disney's last cartoon, Aladdin, which had come out two years prior. I had frequented that one often, both in theaters and on video. In contrast, I emerged from Lion King with little desire to see it again. And so I didn't. I have no memories of revisiting it when it made it to Hong Kong theaters a month after its American release and I never bought, rented or so much glanced at a VHS or DVD copy. I've also never seen any of its various direct-to-DVD sequels and spin-offs or even Julie Taymor's acclaimed Broadway show. (I did, however, own the soundtrack on audiocassette -- remember those? -- less for the Elton John numbers than for the African-influenced instrumental pieces.) My mixed reaction to the movie itself obviously played a big role in my general avoidance of all things Lion King, but there were other circumstances as well. The year after the movie came out, I saw two films that completely rocked my world. The first was Quentin Tarantino's Pulp Fiction (which finally arrived in Hong Kong in March of 1995, almost six months after all you lucky Americans got to see it) and the second was Pixar's Toy Story, which had a seismic impact on the way animated features looked and sounded going forward. Compared to those forward-thinking films, The Lion King resembled a relic from another age.

Seventeen years later, I actually found myself looking forward to digging up that relic by revisiting The Lion King in its new 3D enhanced version, which arrives in theaters for a limited time today. A big part of my excitement stemmed from the fact that I wasn't sitting in the theater alone; my 4-year-old son was sitting next to me and it was going to be his first time seeing this movie and, really, any film from that particular era of Disney animation. As the offspring of a film critic, it goes without saying that this wasn't going to be his first movie ever. Before the films started, he was his usual overly energetic self, bouncing around in his seat and asking tons of questions. "How many lions are in this movie? Are there daddy and mommy lions or just kids?"

That steady stream of conversation continued to flow as the theater went dark and the screen flickered to life. Then the opening wail of "Circle of Life" kicked in as an animated sun rose over the African savannah and he went as still as a statue, eyes locked on the screen, mouth hanging open and hands clasped tightly in his lap. (The last time I saw him that enraptured, there were Fourth of July fireworks involved.) I'm happy to say that I had the same reaction. There's no other way to put it: The Lion King's opening sequence is a stunner. The soaring vocals of the Elton John/Tim Rice-penned song perfectly complement the gorgeous vistas and swooping camerawork (which looks terrific in 3D, by the way) that appear onscreen. It's brilliantly executed, right down to the smash cut to the title card that accompanies the final drum beat. No wonder Disney used that entire sequence as an early trailer for the movie back in 1994 -- it instantly leaves you wanting to see more.

Sadly, the rest of The Lion King doesn't measure up to its title sequence. The film lacks the wit of Aladdin, the romantic sweep of Beauty and the Beast and the clean narrative arc of The Little Mermaid. The story is choppily told, the comic supporting characters (looking at you here, Timon and Pumbaa) are largely annoying and the finale comes much too abruptly. At the same time though, it's a more interesting movie than I remember it being. For one thing, it's one of the darkest Disney films I can think of, wrestling with such primal emotions as grief, jealousy, betrayal and guilt. Even after the death of young Simba's beloved father, Mufasa, things don't lighten up, as the lion prince escapes into hiding and grows up trying to block out the rest of the world and focus only on immediate material pleasures. (For such a bouncy song, the underlying message of "Hakuna Matata" is pretty depressing.) And upon his belated return, he's subjected to more mind games by his evil uncle and actual kingslayer Scar, who comes close to convincing the rest of the pride -- and Simba himself -- that Mufasa's blood is on his son's hands. I've gotta say, Scar is a fantastic villain and easily the most fully realized of the film's characters, thanks both to Jeremy Irons' marvelously wicked vocal performance and some clever character flourishes on behalf of the animators.

The Lion King is so grim at times, it's a little hard to believe that it became the highest-grossing animated film in history, until Finding Nemo swam past it in 2003. (The current domestic record holder, I'm sorry to say, is Shrek 2.) Then again, the timing was right for it to enjoy that kind of success. Not only was the Disney brand stronger than ever in 1994, but the way its appeal spanned age groups indicated that moviegoers were ready for more sophisticated, grown-up stories in their animated entertainment, something that Pixar would soon seize upon and run with. Indeed, Disney spent the next two decades trying to recapture the specific alchemy that made The Lion King a smash and continually fell short. Movies like Mulan and Hercules were fun, but insubstantial, while The Hunchback of Notre Dame and Tarzan aimed for the drama, but forgot the humor. And then there were films like Home on the Range, Treasure Planet and Brother Bear that were misconceived on virtually every level. While Disney struggled, DreamWorks and Pixar took its place, establishing their own distinct formulas that reaped critical and commercial rewards. One could make the case that Disney didn't really get its groove back until last year's Tangled, which, apart from the state-of-the-art computer animation, felt like it could have been made around the time of The Little Mermaid and Aladdin. (For my money though, the studio's finest post-Lion King features -- leaving aside the Pixar-generated titles it has distributed -- have been the underappreciated Chuck Jones-influenced road movie The Emperor's New Groove and the marvelous Lilo & Stitch. Both features are about as off-brand as you can get for Disney and all the better for it.)

Of course, my son couldn't have cared less about where The Lion King fit into Disney's canon. He just sat there and enjoyed the film, chuckling at Timon and Pumbaa's antics, tapping his feet along to the music ("I Just Can't Wait to Be King" seemed to be the number he liked the most) and reaching for my hand during the scarier parts. I was anticipating a potential "Bambi's mom" situation when Mufasa's death scene arrived, but he took it in stride. That got me thinking that the impact of Bambi's infamous death stems from its suddenness; his mother is running right next to him, a shot rings out and the next instant she's gone, never to be seen again. While it's undeniably affecting to watch Simba lie down next to his father's still body, the image is oddly comforting in a way -- at least he has a moment to say goodbye. (I should note that I actually haven't shown Bambi to my son yet, so I have no idea whether this theory holds water. It's not that I don't think he can handle it -- it's that I'm not sure I can handle it. That's the same reason he'll probably never see Pinocchio until he's 25; you couldn't pay me enough to watch that Pleasure Island sequence again.) Perhaps my proudest moment came as we were exiting the theater and I asked him who his favorite character was. "Scar," he replied, without any hesitation. Why? "Because I liked the bad guys." Smart kid. Now when I sit him down to watch Star Wars, I know I won't be the only one rooting for Darth Vader.

Check out 17 things you might not know about The Lion King.

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