Buried beneath the storybook surroundings of the latest Tim Burton fantasia, Big Fish - beneath a tall man with a lopsided gait, beneath a conjoined vocal duo named Ping and Jing, beneath a dire wrangling with anthropomorphic trees, and a cave full of jumping spiders ("Beware Jumping Spiders" reads a sign at its mouth), beneath the midgets and witches and glass eyes and fields of daffodils, beneath even a very big fish - is a quite specific, provocative question that Burton does not really have the heart to answer.

He poses it as a Rorschach test and then directs us to one, and only one, answer. It's a massive failure of imagination and nerve, ironically at the heart of a work of pure bewitching imagination. There are images here I will not soon forget: a backwoods Brigadoon paved with grass, a crooked house righted by the single shove of a gentle giant, the film's final image of a man about to die, running a melancholy Felliniesque gauntlet past the bizarre characters and family who have made his life extraordinary.

And there are the raging performances, from Albert Finney and Jessica Lange for starters, that do a great deal with very little. But back to that question:

Would you prefer to believe the truth, or an improvement on the truth - an embellishment delivered in a spicy southern twang, no less? More specifically:

Would you rather believe that on the day of your birth, your father was traipsing through the Midwest selling common household wares door-to-door, out of the trunk of his car, or would you rather believe that he was in an Alabama stream, up to his waist, subduing a giant catfish who had snared his wedding ring?

That latter story, which you've heard a million times, as told by your aging father himself, always ends with this folksy wisdom: "Some fish cannot be caught."

The movie's response is definitive and disheartening: When the legend becomes fact, print the legend. A hundred times, yes: The unembellished life is not worth living. There is no other option. Indeed, the movie is anxious to say, it should be as artificially sweetened as possible.

The film re-creates the epic adventures of Edward Bloom, who is played by Ewan McGregor in his youth and by Albert Finney on his deathbed, where he recalls his life for his skeptical son, Will (Billy Crudup), and Will's pregnant wife (Marion Cotillard). This embellished version, we're browbeaten into believing, is the only one that matters.

Will thinks otherwise; that conflict is the heart of the novel that the film was adapted from, Daniel Wallace's Big Fish: A Story of Mythic Proportions. But Will has a point; his father is frankly a bore, self-aggrandizing and repetitive, with little hint of any self-awareness. Yet curiously no one in the film but Will looks at Edward with anything but fondness; the movie stacks the deck against Will, and paints him as a prude who escaped his fantastical father and took on the most empirical profession possible: He works as a reporter for a wire service. In France, no less.

Burton naturally sides with Edward - and it wouldn't be such a huge problem if the filmmaker hadn't established the conflict between Will and Edward as the central tension, then painted it with the broadest, sticky swatches of nostalgic magic realism. In comparison to Will Bloom, midway through Big Fish, Edward Bloom, who becomes our narrator, gets to recall how he altered the course of world history. It is a sequence that goes to the core of everything right and wrong with Burton's movie, a film ultimately about the power of imagination and storytelling - a subject seemingly ideal for Burton.

Accordingly, the images are right: Bloom describes a parachute jump during the Korean War, and we cut to the elaborate, gorgeous vision of dozens of these silk mushrooms filling a cloudless Asian sky, as a huge moon and a million stars cast a blue glow along the countryside.

It's a picture to savor.

But the meaning is all wrong - if it's there at all. The point is that Edward's stories are a version of the past that he chooses to believe, and that the truth of our lives is ultimately what we choose to believe for ourselves.

But Burton doesn't use Edward's past for more than special effects, and Burton's ideas only go beyond the striking when he cuts to what lays beneath the parachuting Bloom: a puppet show, entirely acted out by a monotone Korean soldier. That's the kind of wit and fantasizing we're used to getting from the man who gave us the dark poetry of Edward Scissorhands and the first two Batman films. When those conjoined singers, Ping and Jing, enter the picture, the cinematography by Philippe Rousselot becomes a marvel in itself. The production design, as with any Tim Burton movie, is impeccable, but here it becomes more than that: It's our only anchor.

Will flies back to Alabama when his father's death looks imminent. He recounts Edward's life and demands the truth, until he's rebuked by his father. Will's stories are typical of why they don't get along, Edward says. They deliver "all of the facts and none of the flavor." These are the film's best scenes, interestingly enough, and the least adorned. Burton shows a surprising ability with simple family conversation. These moments are probably the least fabulist scenes in his career. And still you sense Burton itching to get to the fantasy.

With McGregor looking shockingly like Finney from his Tom Jones days, we get a life in three stages: Edward leaves his small southern town, certain he's destined for bigger fish bowls; lands the love of his life (Alison Lohman, who, with eerie conviction, evolves into Lange); and hops through the first years of fatherhood, making a brief detour into Bonnie-and-Clyde-style bank robbery with a frustrated poet played by Steve Buscemi.

Before our eyes, Burton goes through a similar kind of maturity. But a filmmaker grows up at his own risk. Too often in the cinema, growing up means softening up, sanding off, and slobbering for respectability. Maturity becomes a flattering proposition, and the reward might be an Oscar or a broader audience, but what made that director so vital in the first place, what made his voice sound above the din, becomes the din.

I never thought I'd write that about Burton, whose dimly lit worlds have always mingled shadows and whimsy and the artificial. But when he adds familial pathos to this cocktail, the result is pretense - and a film that stumbles but always looks great. He directs with verve, and a modicum of heart: He's a master doodler, both literally and figuratively, whose sketches have been made flesh in film after film. Here, they are just doodles, half-finished, with a framework that accepts them but doesn't make sense of them. His affection for his images is evident in every scene - it's hard to knock a work of such genuine love.

I just wish that love went deeper, that Burton had questioned that love, and strengthened it. In the eagerness to celebrate the power of storytelling and kitchen-sink invention, Burton winds up diminishing it a bit: He makes skepticism tantamount to not believing in Tinkerbell. It's as if Burton is saying, by the film's end, that if we're not clapping hard enough, it's our own imagination that's dead. Chalk up Big Fish as the one that got away.

First Published January 9, 2004, 3:51 p.m.