Like so many things, it began with the Beatles. Like few others, it ends with the Great Gazoo.

Flash back several years to Eric Darnell, a DreamWorks animation director with a desire to reinvent animal stereotypes. While developing "Rockumentary," a film about four penguins with a striking resemblance to the world's most influential rock band, Darnell set out to reverse the stereotype of the black-and-white birds as awkward, cutesy creatures. As clearing the Beatles' music became an insurmountable obstacle, however, the computer-generated spoof started to go the way of George Harrison's "All Things Must Pass."

"I had started working on 'A Hard Day's Night' with penguins," Darnell said, referring to the classic 1964 Fab Four movie. "I met with [children's TV writer] Tom [McGrath], and our sensibilities really clicked. Then Tom came on board and pretty much the day he [arrived], that project went away. Fortunately, 'Madagascar' came along, another fish-out-of-water story."

When the studio decided to press forward instead with the tale of four zoo animals who swap the confines of New York City for the unpredictability of the jungle, the goofy penguins were seemingly all dressed up with nowhere to go.

"We had no penguins in 'Madagascar,' although we had penguins on the brain," Darnell remembered. "There was this sequence in the script where it just said, 'There's a disaster at sea, and the heroes' crates wash overboard.' ... [McGrath] went away and he came back with a storyboard that had these penguins who also happened to be on the ship saying, 'What, we're going to Africa? That ain't gonna fly!' And they take over the ship."

"So it wasn't the Beatles," laughed McGrath, Darnell's writing and directing partner, "but it was fun to think, 'Hey, what if Robert Stack was a penguin?' "

Instead of British singers, the four birds became no-nonsense military-camp escapees in "Madagascar." With the waddling adventurers back, they provided the plot twist that put the main characters on the titular island of isolation. The penguins finally got their moment in the spotlight, and McGrath and Darnell stumbled upon a group of scene-stealing sidekicks along the lines of Scrat from "Ice Age" or the Gingerbread Man from the "Shrek" movies.

The movie's star characters soon followed, with the directors insisting that each bring along their own unique take on a species. Soon, a rock-star lion was created. "He's sort of living a sheltered existence because he's never been outside of a zoo," Ben Stiller said of his character, the domesticated would-be King Alex. "He thinks he knows what everything's about, but there's a whole world out there he has never seen and doesn't want to see. He's very happy in his routine."

It's a routine that could go on indefinitely if not for the lion's friendship with Marty, a hyperactive zebra who wants to break out of the zoo. "Black with white stripes," smiled Chris Rock, who provides the character's voice. "This is the blackest zebra of all time."

With the third member of the gang turning into hypochondriac giraffe Melman, voiced by David Schwimmer, McGrath and Darnell sought an equally unlikely choice to fill the role of the enormous, motherly hippopotamus Gloria. Five-foot-tall actress Jada Pinkett Smith says she wouldn't have considered herself ideal for the part, but that she brought something more important to a motherly character who likes to throw her weight around. "I think it's just the attitude they wanted her to have," she said. "They needed a big attitude to fit that big body. That's when they came to see me."

For each of the stars, voicing an animated character was a lifelong dream. As they've aged and found their tastes evolving from Saturday-morning classics like "Scooby-Doo" and "The Smurfs" to edgier fare like "The Simpsons" and "South Park," Stiller, Rock and Pinkett Smith say they've often found themselves wishing they could voice a beloved cartoon character.

"Minnie Mouse," Pinkett Smith said of the animated character she'd most like to voice. "I always liked Minnie, how she had this little voice but knew how to keep Mickey in his place. I liked that. She always knew how to keep Mickey Mouse right where he needed to be."

"I would have loved to have played ['Peanuts' character] Franklin ... the black guy who never really got to speak," Rock laughed, before offering up a sample line for the whiny, bald-headed franchise star: " 'You think that's bad? Imagine how it feels to be a [black person]! Charlie Brown's got a rock, well hey, I got hosed down!' That would have been Franklin."

" 'The Flintstones,' " replied Stiller when asked about his favorite animated show. If he had the opportunity, Stiller said he'd love to bring his vocal talents to the controversial green alien who befriended Fred toward the end of the show's run. "I was thinking of Gazoo," Stiller said. "You know who did the voice of Gazoo? Harvey Korman ... I think."

Yes, Ben, the "Blazing Saddles" comedian did indeed voice the resident from the planet Zaitox. And those facts, coupled with the origin of the "Madagascar" penguins, might come in handy for movie fans eventually -- the same day, perhaps, that the Beatles start licensing their songs to CGI movies.

Check out everything we've got on "Madagascar."

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