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Who Doesn't Love The Circus?
Thanks to the ingenuity of the chimps and their opposable thumbs, at the end of "Madagascar 2," the oft-damaged Air Penguin was back in flying condition, hurtling the primates and penguins toward the Monte Carlo Casino, where they plan to spend a gambling holiday. As "Madagascar 3" begins, it turns out they've been having a little too much fun. Tired of waiting for their return, the Zoosters leave Africa and emerge, secret-agent style, from the Mediterranean Sea, for Phase One of "Operation Penguin Extraction." The plan is simple: Make a beeline for the casino, grab the penguins and, as Alex puts it, "get them to take us back to New York in the Monkey Powered Super Plane." But it's not as easy as it sounds.

Once inside the casino, Alex, Melman, Marty and Gloria make a scene and before you know it, have become fugitives on the run from a crazed animal control officer.

Arguably the most fascinating new character in the film is the steely-eyed, animalistic baddie, Capitaine Chantel DuBois. Called in to capture the Zoosters after they crashed the party at the Monte Carlo Casino, DuBois is no ordinary animal control agent. Part bloodhound and part Cruella DeVil (with a little Edith Piaf thrown in for good measure), her intent isn't merely to capture the Zoosters. She has plans to annihilate them - and when she's done, she intends to hang Alex's head on her crowded animal trophy wall.

McGrath says, "DuBois is the strongest villain our characters have come up against. In the first two films, the villains didn't drive the action of the story, so to add that pressure on the characters and to have that conflict makes the story so much better."

Says director Conrad Vernon, "She has innate animal tracking abilities: She has a really keen sense of smell, she's very limber. She's able to walk and sniff like a dog, she can jump like a gazelle. She definitely has talents that are very animalistic. Needless to say, she's really good at being an animal tracker." Not to mention virtually indestructible. Crashing through buildings and making inhuman leaps as she chases her prey throughout Europe, she's relentless in her pursuit.

He continues: "She wants a real challenge. Once she realizes there's a lion on the loose, this is the moment she has been waiting for. She wants to prove to herself that she's more than just someone who hunts small game - that she can hunt a lion and play with the big boys so to speak. She truly enjoys being on the hunt and is going to stay at it until she gets him."

To portray such a character, the filmmakers knew they needed to find an actress who could play ruthless and resolute. They found her in Academy-Award winning actress Frances McDormand.

Per Vernon: "Frances is brilliant at coming up with characterizations from what she sees on the page. For every line that's read, 50 ideas spring into her head about what this character is all about - how she talks, walks and thinks. She definitely got into the frame of mind. You could see it on her face when she was acting. There were always the underpinnings of a hunter on the trail whenever she said anything. She never let that leave her head."

For McDormand, playing the part was a kick. "DuBois is such a fun, juicy character and there were so many directions I wanted to take her. Ultimately, I saw her as a slightly deranged but nonetheless self-assured and determined assassin. Failure is never an option for her. "I love doing animation," she adds. "It gives me the chance to exercise different acting muscles than those used in a live-action film."

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