Michael Caine....             Garth

Robert Duvall....              Hub

Haley Joel Osment....       Walter

Kyra Sedgwick....            Mae

Nicky Katt....                  Stan

Josh Lucas....                 Adult Walter

Written and directed by Tim McCanlies.

This movie really surprised me.  I expected it to be a mediocre, poorly made kid movie and I saw a great well-acted film. 

Secondhand Lions is about a young boy named Walter (Haley Joel Osment), who is dropped off at his uncles place by his deceitful mother Mae (Kyra Sedgewick).  She drops him off so he can find her uncles lost riches.  At first, the uncles dont want to take care of a sissy boy but get convinced by Mae.  The uncles have no modern technology even for the 60s and they spend their time shooting at traveling salesmen.  They spend their free time working on their garden and by telling Walter stories.  Uncle Garth (Michael Caine) tells young Walter about their adventures overseas, in the French foreign legion and fighting rich Sheiks and such.  We learn that Uncle Hub (Robert Duvall) had many exciting adventures through these stories that are shown to us like adventure films form the 40s a la Indiana Jones.

That is all very entertaining, but the film won me over with the strong performances from the three leads.  Haley Joel Osment is only 15 and is already one of greatest actors and assures that he will have career outside of childhood.  Robert Duvall is also really strong here as Hub, and we feel his emotions.  Michael Caine is good, but he is more of a sidekick to Robert Duvall.

The film is predictable, but the story is heartwarming and you get a great feeling once you leave the theater.  The movie wouldve been a lot worse without Haley Joel Osment or Robert Duvall; it wouldve been laughable.  Michael Caine is good, but his Texan accent is atrocious.

My only problem with the movie is its direction, by Tim McCanlies.  His script is good but he seems to just shoot things straight on, without any inventive camerawork or lighting.  He did do a great job of copying the film style of the early 40s for the flashback scenes.  They are energetic, fun and beautiful.  It seems that there are two directors, one for the remarkable flashbacks and one for the slowly paced 60s and modern day scenes.

This movie is a more aimed at children, opposed to The School of Rock but these actors and enjoyable story should entertain adults.  So far, the fall has already had two great family films--so go check this one out.