Goldfinger, Blofeld, Dr. No and Jaws—a bunch of pansies compared to Mumble.

Yes, after four decades of ridding the world of megalomaniacs and their henchmen, James Bond finally met his match in a tap-happy penguin.

In a tight race for the weekend box-office crown, Happy Feet danced in with $41.5 million to outgun Casino Royale. The first outing for new spy guy Daniel Craig finished with $40.8 million, per final studio figures Monday.

"It was always going to be a close one to call," said Paul Dergarabedian, president of the ticket-tallying Exhibitor Relations. "Both films, though very different, had very strong audience awareness and interest,…both were very well reviewed,...both studios did everything right with the marketing and both were great projects."

Dergarabedian says the two movies were in a close battle all weekend. The 007 film got off to a fast start and had the edge on Friday, but with families flocking to multiplexes over the weekend, Mumble won by a beak.

Warner Bros.' PG-rated Happy Feet features the voice of Elijah Wood as Mumble, a woolly little Emperor penguin who can't sing like the rest of his pals in the colony but discovers he can make like Fred Astaire (or Emmitt Smith) on the dancefloor. Directed by George Miller (of Babe fame),  the CGI 'toon iced an $10,918 per screen average at 3,804 locations.

Casino Royale, officially the 21st movie in the franchise, turned to Ian Fleming's first 007 novel and a new leading man to reinvigorate the series. The PG-13 Sony release, in which we learn how Bond earned his license to kill, registered a slightly higher average ($11,891) at slightly fewer sites (3,413). Directed by Martin Campbell, the film features Eva Green as the chief beauty and Mads Mikkelsen as the chief baddie and returns Judi Dench as Bond boss M.

The new Bond finish behind the last installment, the Pierce Brosnan-powered Die Another Day, which opened in November 2002 with a franchise record $47 million on its way to $106.9 million domestically.

Both Happy Feet and Casino Royale are expected to hold up through the Thanksgiving weekend.

Meanwhile, Borat continued to make big success in America. The mockumentary slipped to third place, dropping just 48 percent from last weekend's top slot to  pocket $14.6 million. The film has totaled $90.5 million and is on track to surpass the $100 million mark in the next few days, because, as a studio rep says, "Everyone wants to see what the hoopla is about."

Also in its third week The Santa Clause 3: The Escape Clause dropped 51 percent from second to fourth place with $8.3 million, bringing the G-rated Disney sequel gross to $51.7 million.

Flushed Away, another film in its third go-round, continued to underachieve for DreamWorks and Paramount. The British-produced rodent 'toon fell 60 percent from third to sixth place with $6.6 million over the weekend. Its total stands at $48.6 million; last week, DreamWorks Animation stock took a hit when the studio announced it was going to lose major money on the film.

Freestyle Releasing earned a collective $2.3 million from 8 Films to Die For–Horrorfest, enough to rank 10th for the weekend (with a $4,735 average at 488 sites), just ahead of Bob Odenkirk's deadpan lock-up comedy Let's Go to Prison. The latter, an R-rated Universal release starring Dax Shepard, Will Arnett and Dylan Baker, locked up $2.1 million, incarcerating a mere $1,410 per screen at 1,495 sites.

New in limited release, Bobby was the clear winner, averaging $34,520 at two sites for a total of $69,039. Directed by Emilio Estevez, the R-rated MGM release explores the day of Robert F. Kennedy's assassination at Los Angeles' Ambassador Hotel from several fictional characters, played by an all-star cast that includes Elijah Wood, Laurence Fishburne, Lindsay Lohan, Anthony Hopkins, Ashton Kutcher, Demi Moore, Sharon Stone, Heather Graham, William H. Macy and Estevez's dad, Martin Sheen.

Doing only slim business was Fast Food Nation, Richard Linklater's adaptation of Eric Schlosser's exposé of chain restaurants and their suppliers. The R-rated Fox Searchlight release, with a cast that includes Greg Kinnear, Wilmer Valderrama and Bobby Cannavale and cameos from the likes of Bruce Willis, didn't make much of a happy meal for its distributor, munching up only $1,280 per screen at 321 locations for a value menu-worthy $372,012.

Despite the good news for Mumble and 007, the overall gross was down 20 percent from last weekend and 22 percent down over this time last year, when Harry Potter and the Goblet of Fire conjured up a whopping $102.3 million.

Here's a rundown of the top-grossing weekend films, based on studio tallies compiled by Exhibitor Relations:

1. Happy Feet, $41.5 million
2. Casino Royale, $40.8 million
3. Borat, $14.6 million
4. The Santa Clause 3: The Escape Clause, $8.3 million
5. Stranger Than Fiction, $6.61 million
6. Flushed Away, $6.6 million
7. Babel, $2.92 million
8. Saw III, $2.9 million
9. The Departed, $2.6 million
10. 8 Films to Die For—Horrorfest, $2.3 million