God love Terry Gilliam: a brilliant moviemaker and animator whose heart is always in the right place. Terry intended this as a homage/tribute to the brilliant Czech animator Karel Zeman, whose earlier version of the Munchausen fable is still the definitive one. This version, though well-meant, is done in by too much budget and too many 'Spot-The-Star' moments. Anybody looking to really exercise that 'sense-of-wonder' should hunt down Zeman's version: despite its poor characterizations, mainly post-synch sound and general narrative torpor, it's truly unforgettable and the reason Gilliam became an animator in the first place. Though Gilliam's 'Baron' is clever and generally watchable, it too suffers from narrative torpor - which is harder to excuse with a $40- million budget.