From the people who brought you "Shrek" comes another entertaining fable, this time set underwater in a fish world. "Shark Tale's" most inspired joke casts the sharks who menace that world as the equivalent of gangsters, complete with all the trappings of the mob as depicted in "The Godfather," "Goodfellas," "Scarface" and "The Sopranos." The wisefish bump up against the film's hero, a hapless guppy named Oscar (voiced by Will Smith), who falsely acquires a reputation as a shark killer and is now expected to defend his town against the finned fiends.

At its best, "Shark Tale" makes the most of its setting, with terrific jokes and smart nods toward popular music and films. The casting is also inspired, with many of the animated characters adopting the appearance and mannerisms of the actors who are voicing them. In addition to the likeable Oscar, they include Angie (Renee Zellweger), the girl next door who has always loved Oscar, and the sultry Lola (Angelina Jolie), who wants the now-famous Oscar for herself. The film is stolen by the animated pairing of actor Robert De Niro and director Martin Scorsese as mob boss Lino and his excitable blowfish lackey Sykes, respectively. Their repartee is reminiscent of Abbott and Costello in their prime. There are also funny turns by Jack Black as Lenny, a vegetarian pacifist who's the black fish of Lino's family, and musicians Ziggy Marley and Doug E. Doug as a pair of Rasta jellyfish.

Where "Shark Tale" falters is in its story; like "Shrek," it descends into conventionality and sentimentality. Unlike the work of the Pixar folk ("Toy Story," "Finding Nemo"), DreamWorks' animated movies usually fail to scale the heights of imagination and wit. On the other hand, if "Shrek 2" is any indication, the sequel to "Shark Tale" should be a killer. Voiced by Will Smith, Jack Black, Renee Zellweger, Robert De Niro and Martin Scorsese. Directed by Vicky Jenson, Bibo Bergeron and Rob Letterman. Written by Michael J. Wilson and Rob Letterman. Produced by Bill Damaschke, Janet Healy and Allison Lyon Segan. A DreamWorks release. Animated comedy. Rated PG for some mild language and crude humor. Running time: 90 min