A LITTLE PRINCESS tells a magical, tragic, and dark and foreboding tale. Sara Crewe, played by first time movie actress Liesel Matthews, is a girl of I guess about the age of 10. She lives a wonderful life in India. She spends her days creating delightful stories of a princess and an Indian god. Her idyllic life is shattered when her father (Liam Cunningham) must go off to World War I.

Her father takes her to New York to stay in a marvelous private room at the best boarding school for young girls he can find. It is run by the evil Miss Minchin (Eleanor Bron from last year's BLACK BEAUTY). She exudes charm to the parents so she can siphon off their money. Her pupils are treated like prisoners, and she provides them with a mediocre education while probably skimming off large profits for herself.

Sara with her story telling ability and her inherent likableness, is an instant hit with almost all of the schoolgirls. Among her many friends is Becky (Vanessa Lee Chester) who is the only girl servant at the school and the only black. Sara's life soon takes a dramatic turn for the worse and that sets up the drama in the movie as well as the completely predictable ending.

There is much to admire in this children's movie. The acting is pretty good. Liesel Matthews gives a straight forward and simple rendition of Sara. She never tries to manipulate your emotions; she just smiles a lot and delivers her lines. I am not sure if she has much talent or not, but she is sweet. Vanessa Lee Chester was given a small part and her acting consisted mainly of a lot nice smiling.

The best performance in the movie is that of the actress playing the villain, Eleanor Bron - an easy person to hate. Liam Cunningham gives a lifeless performance as the father. I wished the director (Alfonso Cuaron) had kicked him in the pants a few times to get a little more energy out of him or even better had cast someone stronger. The Indian manservant who almost never spoke and whose name I did not catch was extremely effective. Powerful eyes.

The real reason to see the show is for the magic of the images. The set decoration by Robert W. Welch gave us golden leaves for the hopeful scenes and gray snow for the sad. The street scenes of New York were wonderful and reminiscent of THE AGE OF INNOCENCE. The cinematography by Emmanuel Lubezki, who should have won an Academy Award for LIKE WATER FOR CHOCOLATE, was worthy of Renoir. The radiant colors in the story within a story set in India were incredible. The best scene in the show had to be the one where the white snow burst into Sara's room like swirling white confetti and she danced in it in slow motion.

What was wrong with the show, other than the actors being too low key and relying too much on smiles to carry the day, was the script by Elizabeth Chandler and Richard LaGravenese. For some reason, they felt obliged to add overly dark, sinister, and scary parts to a movie that had a fine evil villain already in Eleanor Bron.

A movie that gets and flaunts his G rating needs not to be one that can so easily and so needlessly scare small children. Even Jeffrey, my 6 year old, got scared by it. Be warned, therefore, than this is truly a PG show regardless of the advertising and of the official MPAA rating of G.

Let me give a few examples. First, why do you have people dying in war with bombs bursting everywhere in a G show? Why have scene after scene of realistic battle carnage? Why have a frightening monster with numerous heads that lash out biting at the screen as if they are about to eat every kid in the theater? Finally, why must we have a realistic scene of a child about to die in a horrible accident? If all of these plot devices are necessary, make them less explicit, insist on getting a PG rating and warn parents. I recently saw a harmless show, THE ENGLISHMAN WHO WENT UP A HILL, BUT CAME DOWN A MOUNTAIN, which got a PG rating for a couple of damns - which most kids hear everyday. Very few children have ever seen real battle carnage. End of diatribe. The movie IS good nevertheless.

A LITTLE PRINCESS runs a well edited (Steve Weisberg) 1:40. My son gave it a thumb sideways. He hated the war scene he said, and although he claimed to have liked parts of the show, he was unable, when pressed, to name a single one. I suspect kids 8 and older may like the movie more, and I suspect girls may be more fond of it than boys. I enjoyed the picture and am awarding it ** 1/2. I recommend it to you with the above caveats about the violence.