In a montage midway through Toy Story 2 (1999), Sarah McLachlan sings "When She Loved Me" (a song that, like all three of the Toy Story scores, was written by Randy Newman) while a cowgirl doll named Jessie tells the story of Emily, her former owner. Emily treasured Jessie above all else until she began to grow up. Gradually, nail polish replaced stuffed animals on Emily's dresser, and Jessie languished, un-played-with, beneath the bed until a teenaged Emily put her in a box and dropped her off at Goodwill.

Moments before the screening of Toy Story 3 (Disney/Pixar) began, my viewing companion and I were remembering the waterworks that inevitably accompany that montage. (I just watched it online before embedding the link above and, yep, cried again.) Stories about the waning of childhood fantasy, the process by which our earliest playthings are divested of their once-magical aura, touch on an experience of loss that's familiar to everyone but that's seldom depicted in art. "That kind of story gets to me more than any other," confessed my friend as the lights went down and we donned our 3-D glasses.

He had no idea what he was in for or how grateful we would both be for the glasses to hide behind. Like the marriage montage near the beginning of Up, the last 10 minutes of Toy Story 3 seem to have been developed in collaboration with an ophthalmologist specializing in the production of tears. Maybe Pixar has one on staff? The mournful message of Jessie's song, which takes up only a few minutes of screen time in the otherwise boisterous adventure that is Toy Story 2, makes up the entire theme of Toy Story 3. This may be the most emotionally grueling film ever aimed at children. (Though, keeping in mind that Toy Story's original child audience has now grown up, the film has been designed to appeal to adults as well.)

In Toy Story 3, our now-beloved cast of playthings confronts the irreversible forward march of time, the pain of abandonment, the loss of love. These are some existentially engaged friggin' toys. And yet the overwhelming mood of the movie is one of ebullience, generosity, and joy. That weepy ending, combined with the laugh-per-second energy of the hour and a half that preceded it, sends the viewer out of the movie in a state of cathartic uplift, as if she'd been Rolfed. (But don't float out before the final credits—they're packed with high-quality Pixar Easter eggs.)

For those who haven't seen, or don't remember, the first two films (it's been, incredibly, 15 years since the first one came out), the toys in question are owned by Andy, a little boy who was perhaps 7 when the series began. He's now 17 and packing his room to leave for college. (The director, Lee Unkrich, catches us up on his life with a cleverly conceived home-video montage.) After some deliberation over whether to donate his old toys or keep them in the attic, Andy sentimentally opts for the latter—but his mother, thinking the unmarked bag of toys is trash, carries it out to the curb. It's up to Woody (voiced by Tom Hanks), the one toy Andy has set aside to take to college, to sneak outside and save his friends.

What follows is an intricately plotted chase that eventually lands the toys at a day care center called Sunnyside—a place where all is not as it seems. Woody, Jessie, Buzz Lightyear (Tim Allen), and the rest are welcomed by the seemingly benign Lots-o'-Huggin Bear (Ned Beatty), whom another character will later refer to in a fearful whisper as "that evil bear who smells like strawberries." Lotso assures them that at Sunnyside, they'll once again find children to care for them. Instead, Andy's former toys are banged and splattered by a roomful of hyperactive toddlers and, when they try to escape, held prisoner by Lotso, his silently menacing sidekick Big Baby, and a clothes-mad Ken doll (Michael Keaton) whose morality isn't the only ambiguous thing about him.

The idea-generating table at Pixar must be one lively and raucous place, because if there's a toy-related visual gag conceivable by the human imagination, it's somewhere in this movie. Shot after shot bursts with whimsical weirdos popping out of boxes and scuttling atop shelves: There's a Fisher Price rolling telephone who communicates only by ringing up his interlocutor. A monster robot guy who toggles in between two expressions—happy and mean—by pounding his own head. A lederhosen-clad hedgehog (hilariously voiced by Timothy Dalton) who fancies himself a gifted thespian. And a brilliant long-form gag that raises the ontological question: In what feature of a Mr. Potato Head (voiced by Don Rickles) does the spud's spiritual essence reside? But somehow, the profusion of characters, jokes, and action sequences never feels disorienting or excessive. Through it all, the toys' motivation remains simple and crystal-clear: They must get back home to the boy who, grown up or not, still loves them. As for that last sequence after they do—hold up. I need a moment.

Go ahead and sneer it: Is there anything wrong with Toy Story 3? Well, the addition of 3-D to the franchise's universe does seem like a move motivated more by marketing than artistic necessity (which was also the case, I thought, with Up). The depth effect looks crisp enough, but with a couple of somewhat gimmicky exceptions, it rarely gets used. (That weakness is more than overcome in Day & Night, a wordless short that precedes the movie and is the most inventive use of animated 3-D I've ever seen.) And I guess—racking my brains here—that a few of the newly introduced characters are a little underwritten. (Though Ken is a marvel—one of the most complex characters, animated or otherwise, to appear on screens this year.)

Anyway, nitpicking a movie this abundantly stocked with wonderments feels like an act of ingratitude. Toy Story 3 is a near-perfect piece of popular entertainment, a children's classic that will be watched and loved when my daughter's (and one day, her daughter's) now-beloved toys are gathering dust in a basement. Shit—now I'm crying again.

Slate V: The Critics on Toy Story 3, Jonah Hex, and Cyrus

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