Disney sure lays it on thick in "The Kid," a feel-good family flick starring Bruce Willis as a snide, fundamentally unhappy L.A. "image consultant" who meets himself as an 8-year-old boy and learns to embrace his inner child.

The incidental music sounds like the soundtrack from "E.T." crossed with a "Teletubbies" song. Willis -- more determined than ever to avoid being pigeon-holed -- spends a good third of the movie looking wistful or misty. The Kid himself (roly-poly, and yes, adorable newcomer Spencer Breslin) isn't a terribly good actor, but boy has he mastered the art of the wide-eyed double-take. It's enough to send a cynical, grown-up movie critic into sugar shock.

But while I have no trouble pointing out everywhere this rather slight movies is flawed -- and its flaws are significant -- I can also admit when I've had a good time at the movies. And "The Kid" made me smile like, well, a kid.

To make it completely clear just what a jerk the adult Russ Duritz (Willis) is, the movie begins by showing him preparing to rescue the public images of a crooked politician and a slimy baseball team owner who reneged on a promise to build a sports camp for under-privileged kids. For good measure, we see him insult a couple perfect strangers too, just because they dared perturb him.

In general, Russ is one hectic, stressed-out guy with a lot of emotional baggage (he's even developed a nervous tic). So when he comes home to his high-security Hollywood Hills pad one day and finds his younger self in his living room, he hopes the kid is just a figment of his imagination.

His 8-year-old incarnation, Rusty Duritz (Breslin), is none to thrilled to have suddenly appeared there either. Especially once he's discovered "I'm 40, I'm not married, I don't fly airplanes and I don't own a dog? I grow up to be a loser!"

Through the course of the film Russ and Rusty bond, naturally. Russ, who had blocked out most of his childhood, remembers the one event that turned the tide of his life and made him so cold and heartless. He tries to help the clumsy, lisping, pudgy Rusty build self-confidence to survive what Russ recalls as a difficult adolescence. They even magically travel back to 1968 so Russ can give himself some on-the-spot advice about standing up to bullies, dealing with his brusque dad and facing a heartbreaking childhood trauma. (Refreshingly, they don't make any changes that turn their collective life around, but just come to better understand themselves.)

Sure, at it's core "The Kid" is entirely predictable. But screenwriter Audrey Welles ("The Truth About Cats and Dogs," "Guinevere") and director Jon Turteltaub ("Instinct") never use its structural formula as a crutch. Frequently the movie breaks the kiddie flick mold by abbreviating the unavoidable scenes (it only takes a minute for Russ and Rusty to recognize each other) to make time for an abundance of enjoyable performances.

Playing his jerkiness close to the chest with a sarcastically sweet smile, Willis manages to seem slick and callous while still letting enough interred nice guy peek out that we can't help but like him.

Emily Mortimer ("Love's Labour's Lost," "Notting Hill"), couldn't be more appealing as Amy, Russ' pretty, sprightly assistant with the dulcet English accent who seems to like him -- in spite of her better judgement and his lack of conscience. (Although she finds Rusty much more endearing, especially after she realizes who he is.)

The cherubic Breslin seems to be channeling Spanky from the "Our Gang" shorts, what with his saucer eyes, his preciously scolding manner and his quickly annoying and wildly uncreative catch phrase ("Holy smoke!" he says about 25 times). But he and Willis have terrific chemistry, playing off each other with palpable and contagious glee. Plus, it's the kid's overly-practiced delivery that gives all the movie's best lines their zing.

Lily Tomlin and Jean Smart also star, stealing scenes as Russ' motherly secretary and a TV anchor who pesters him for free advice.

However, it's the care taken by Welles and Turteltaub that lifts "The Kid" above (albeit slightly above) the kind of prosaic children's movies studios crank out a few times a year just to make a buck.

Welles is a cagey and facile screenwriter who draws outside the lines on her characters and sprinkles the movie with moments of '30s-style screwball comedy and poignant sincerity, like the scene in which young Rusty proposes to Amy because he figures Russ doesn't have the courage to do it himself.

While Turteltaub is pretty shameless with the movie's saccharine level and sentimental lessons-learned finale, he's also most directly responsible for keeping "The Kid's" IQ quotient respectably high. There are definitely remnants of old school Disney flicks here, but like the studio's update of its own "The Parent Trap" in 1998, this movie knows how to play sweet without insulting the intelligence of toady's more worldly family audiences -- thanks in large part to the Welles clever writing.

Could "The Kid" have been a better? Sure. In fact, sometimes its frustrating to see it skew so terminally cute. But more importantly, it could have been worse -- much worse.