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When the Baudelaires are killed in a mysterious fire, their three children become orphans. The inventive Violet (Browning), knowledgeable Klaus (Aiken) and ankle-biter Sunny (Kara and Shelby Hoffman) are placed in the care of the odd Count Olaf (Carrey), who clearly only wants them for their substantial inheritance. Their minder (Spall) moves them from one foster parent to another (including animal nut Connolly and paranoid widow Streep), but Olaf's conniving never ceases.

There's a wonderful story here about children who feel absolutely miserable, with reason, finding inner strength to carry on with life. But the filmmakers bump up the grinning, winking silliness so far that all gloom is completely dispelled. It plays out as a zany adventure rather than the scary situation it must be, and this disparity leaves only the visual inventiveness to entertain us. Which it does very well! Everything looks amazing, often over-designed, but at least it's done with huge amounts of wit. And a superb Thomas Newman score.

On the other hand, Carrey's Olaf could have used less wit and a lot more menace. Sure, he commits murder, terrorises small children and plots evil with his hilarious acting troupe (Coolidge, Adams, Ferguson and Harris), but he's too knowingly funny, delivering jokes like stand-up punchlines and striking goofy poses at every opportunity. It's so deliberate that only very small children will giggle at it. Others fare better--Browning and Aiken are very strong in the lead roles, while the starry supporting cast is obviously having a fabulous time. And Law's narration as Lemony himself is excellent. Alas, it's probably only the youngest audiences who will really enjoy the empty, fake-scary tone. And in the end the filmmakers finally put their sweet, warm-hearted cards on the table for all to see.