Her Royal Highness

LOS ANGELES - A talking lion became king of the box office as the animated tale "Madagascar" climbed to the No. 1 spot with $28.7 million in its second weekend.

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At No. 2 was Adam Sandler's football remake "The Longest Yard," which took in $26.1 million in its second weekend.

That left third place to "Star Wars: Episode III -- Revenge of the Sith," which grossed $26 million in its third weekend, according to studio estimates Sunday.

"Madagascar," featuring the voice of Ben Stiller as a zoo lion returned to the wild, debuted at No. 2 a week earlier and took over first-place from "Revenge of the Sith," which had held the top spot for two weekends.

Box office results

Estimated ticket sales for June 3-5

1. "Madagascar," $28.7 million

2. "The Longest Yard," $26.1 million

3. "Star Wars: Episode III -- Revenge of the Sith," $26 million

4. "Cinderella Man," $18.6 million

5. "The Sisterhood of the Traveling Pants," $10.25 million

6. "Lords of Dogtown," $5.7 million

7. "Monster-in-Law," $5.3 million

8. "Crash," $3.3 million

9. "Kicking & Screaming," $2.1 million

10. "Unleashed," $900,000

While those three holdovers remained strong draws, the weekend's new movies debuted quietly, contributing to Hollywood's 15th-straight weekend of declining revenues compared to last year.

The top 12 movies grossed a solid $128.3 million, yet that was off 30 percent from the same weekend in 2004, when "Harry Potter and the Prisoner of Azkaban" opened with $93.7 million.

Ron Howard's "Cinderella Man," starring Russell Crowe and Renee Zellweger in the story of Depression-era boxer Jim Braddock, led the newcomers, debuting at No. 4 with