Pixar has another winner with UP! My kids are 6 and 3 and they loved every minute of it! Some parts of the story were over their heads, but that made the movie more enjoyable to me. The kids didn't seem to mind and I didn't feel like I had to turn my brain off for two hours. The move also moved at a great pace and didn't feel like it was dragging along ( I'm talking about you "Beverly Hills Chihuahua"). I've recommended it to all of my friends, those with and without kids. And you should check it out, too!