IT'S NOT YOUR OLD-FASHIONED PUPPET SHOW : SOFT AND CUDDLY.

Byline: Glenn Gaslin Daily News Staff Writer

Bubby the teddy bear gets a bit loopy on the last day of shooting for ``The Crayon Box,'' a new puppet-and-animation kid's show airing this fall.

``Whoa!'' says the googly-eyed bear, twisting his purple snout this way and that, rocking back and forth. ``Whoa-woah!''

Dotty the cat, a stitched-together critter who has escaped from a connect-the-dots coloring book, asks the obvious: What's going on?

Bubby explains that the toy store, the world in which they live, the setting for the syndicated jokes-and-morals show, is turning upside down.

The cat looks around, skeptical, not convinced.

``I'm sorry,'' she says, ``this isn't happening for me.''

The director yells ``cut,'' and the cast, the humans below and the puppets above, break the moment, a moment that captures the mood and philosophy of ``The Crayon Box'': It's big, it's strange, it's funny.

And the inside of the toy store, upside-down or right-side-up, may soon become a daily morning fixture on your television screen. From the original all-puppet cast (no humans allowed) to the extreme-deco visuals to the kid literature-based writing, ``The Crayon Box'' is poised to storm kid culture this fall.

What began as a poem about wax sticks living in cramped quarters has become a full-on media assault, including books, records and the show, spliced together with the huge ``Bananas in Pajamas.''

``Everything in this world is off-kilter,'' says Greg Ballora, the hand and voice behind Bubby the bear, talking between scenes. ``It's sort of wacked.''

Each of the 26 episodes (produced at the same Burbank studio as MTV's ``Singled Out'') follow the growth, neuroses and imagination of a cast of talking toys. It's part ``Muppet Show,'' part Dr. Seuss and part ``Dr. Katz.''

``We're going with this cuddly, sweet, soft style,'' says Len Levitt, puppet wrangler, adjusting the wig on a soft, pink creature everybody calls Baby. ``That's opposed to all the slimy alien-type puppets out there.''

His work in the toy store follows months of handling the all-teeth-and-gore extraterrestrial queen from this fall's ``Alien Resurrection.'' But maintaining cuddliness can be just as demanding, he says, explaining the rest of the cast: a forgetful Old West sheriff and his English gentleman stick horse, a trio of paper-doll sisters, a spunky semi-feminist baby, a box of singing crayons.

``We're toys in a toy store,'' explains Donna Kimball, voice of Dotty the cat. ``There are no humans here. Each week somebody has a problem, so Bubby picks out an appropriate story to tell to sort it all out.''

The show began as a poem by Shane DeRolf, president of Random House Entertainment, a new multimedia division of the publishing house.

``I wrote this poem in one day,'' he explains. ``I was very depressed and on an island and, for some reason, I starting thinking about crayons.''

What if they don't like each other, he thought, packed in there all day, blue next to yellow, black next to white? The poem, eventually, became a public service advertisement for the Ad Council promoting racial diversity - and now a TV series, more about toys than crayons.

McNugget masters

To bring the wax to life, DeRolf hired Chiodo Bros. Productions, a trio of siblings responsible for pop and cult oddities such as the talking puppet Chicken McNuggets from commercials, the upcoming Carrot Top movie and a classic horror/comedy called ``Killer Klowns From Outer Space,'' which featured teen-agers being cocooned in cotton candy.

``But we don't want to be known for just `Killer Klowns,' '' says Edward Chiodo, the youngest of the brothers, sitting on the set, watching Ballora fit the Bubby puppet onto his arm. ``The three brothers all have kids, too.''

Indeed, the show takes classic kid lit to another level, warping the look and feel of classic fairy tales and playthings to create a world where you're wearing fisheye glasses.

The landscape of archetypal toys - the pull-along wagon and choo-choo train - creates an atmosphere of universal make-believe, explains designer David Sheltman, who shifted the toy-level world just a few degrees from reality.

``The characters are so wacky that real toys don't look right next to them,'' he explains, showing off a scrunch-nosed, beagle-sized, puffy-wheeled toy train. ``Everything then had to be stylized. But with a classical feel.''

Back on the sound stage, bouncing behind a medieval-style table, Bubby looks over three bowls of ``porridge'' during a retelling of the Goldilocks tale. Richard Clayman, one of the producers and fill-in director, tells the puppets, not the people, what to do, how Bubby should be approaching the three bowls.

``It's like Pooh looking at honey,'' he says to the bear, who manages to look a bit confused all the time. ``Which one do I want?''

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Photo

PHOTO The fuzzy characters of ``The Crayon Box'' look over the shoulders of producers Edward, Stephen and Charles Chiodo, whose credits include ``Killer Klowns From Outer Space.