For a smart animal, Willy, the resilient prince of whales, gets into an inordinate amount of trouble. His latest adventure pits him and human buddy Jesse (Jason James Richter) against illegal whalers plying the seas of the Pacific Northwest. A decided entertainment improvement over the preceding outing, "Free Willy 3: The Rescue" nonetheless faces hostile commercial waters. No longer a marketplace underdog, the franchise will have difficulty staying afloat in a particularly competitive family-film arena and, without new hooks, can expect no better than equaling the OK results of the second screen adventure. In the new yarn, Jesse has been hired as a research assistant on a floating marine biology lab, the Noah. Also aboard is his mentor, Randolph (August Schellenberg), and scientist Drew (Annie Corley). Their mission is relatively simple: Find the whales in the vicinity, rig them with a monitoring device and watch to discover what's depleting their ranks.

The whales are legally protected from hunters, but that doesn’t stop poachers, whose forebears sought the animals’ oil and whose present practitioners sell the meat to Japan and Norway at $200 a pound.

Eco concerns aside, John Mattson’s screenplay fashions a compelling, adult human drama. Paralleling the Noah’s activities is a tough-minded story about John Wesley (Patrick Kilpatrick), captain of the illegal ship, and his pre-teen son, Max (Vincent Berry). The latter is taken aboard for his first fishing expedition, and, rather than finding the hoped-for bonding experience, the boy is horrified by the pursuit and killing. He’s too young to do anything physically to stop the hunt, and too immature to make sense of a less-than-ideal parent; it’s a truly poignant situation.

The ambition of the parable-type tale goes even deeper. John Wesley isn’t a cardboard villain. In fact, he seems like a decent enough guy — hard-working, thoughtful and not at all an obsessive Ahab about his quarry. Generations of Wesleys have been whalers, so he’s not about to switch to salmon or herring. Besides, he tells Max, whales are fish and don’t have feelings.

Wesley’s rationale plays perfectly into the series’ educational intent. Forget that whales are warm-blooded — Willy and girlfriend Nikki have personality to burn. They’re also extremely intelligent. These facts aren’t lost on Max, whom Jesse takes under his wing after an aborted attempt to steal onto the whaler and bring back hard evidence of the craft’s true purpose. Jesse gives the boy a full tour of the Noah’s considerable resources and a crash course in the appreciation of the deep-sea mammals.

The accomplishment of “Free Willy 3″ racks up a couple of notches with the discovery that the movie cetaceans are animatronic and not blubber and blood. Walt Conti’s creations have the realistic look of “Lost World’s” dinos and considerably more emotional connection to the audience.

The land folk are impeccably cast, with Richter evolving from a personality performer into an actor with quiet authority and depth. Schellenberg once again gives Native American Randolph a dignity and strength. The filmmakers also deserve credit for the choice of Berry, a winning but thankfully not obviously huggable child, and Kilpatrick, who imbues the story’s heavy with laudable traits that enrich the dramatic texture.

Though director Sam Pillsbury has been absent from the bigscreen since 1990, he’s in total control of the wide canvas here. The film is beautifully crafted in all departments, though one can debate the necessity of Cliff Eidelman’s lush, dramatically obvious music score. It’s rarely intrusive but a letdown beside the stunning natural splendor captured by Thomas Schliessler’s camera.

Whether Willy can fuel any more screen vehicles remains in serious doubt. But if he’s to be put out to pasture, he couldn’t have asked for a better bon voyage.

Free Willy 3:The Rescue

Production

A Warner Bros. release of a Regency Enterprises, Shuler Donner/Donner production. Produced by Jennie Lew Tugend. Executive producers, Lauren Shuler Donner, Richard Donner, Arnon Milchan. Co-producers, Douglas C. Merrifield, Mark Marshall. Directed by Sam Pillsbury. Screenplay, John Mattson, based on characters created by Keith A. Walker

Crew

Camera (Technicolor), Tobias Schliessler; editor, Margie Goodspeed; music, Cliff Eidelman; production design, Brent Thomas; art direction, Douglasann Menchions; costume design, Maya Mani; sound (SDDS), Rick Patton; whale design/effects supervisor, Walt Conti; assistant director, Bob Dahlin; casting, Judy Taylor, Lynne Carrow. Reviewed at Warner Bros. Studios, Burbank, July 29, 1997. MPAA Rating: PG. Running time: 86 MIN.

With

Jessie ..... Jason James Richter Randolph Johnson ..... August Schellenberg Drew ..... Annie Corley Max Wesley ..... Vincent Berry John Wesley ..... Patrick Kilpatrick Mary Wesley ..... Tasha Simms Sanderson ..... Peter Lacroix Dineen ..... Stephen E. Miller Kron ..... Ian Tracey Capt. Drake ..... Matthew Walker

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