Buena Vista/Disney and Pixar Animation Studios' G-rated computer-animated feature Finding Nemo fell a spot to fourth place in its sixth week with an ESTIMATED $11 million (-21%) at 2,901 theaters (-431 theaters; $3,790 per theater). Its cume is approximately $274.9 million.

Directed and co-written by Pixar veteran Andrew Stanton, it features the voices of Albert Brooks, Ellen DeGeneres, Alexander Gould, Willem Dafoe and Brad Garrett.

Universal Pictures' PG-13 The Hulk fell three notches into fifth place in its third week with an ESTIMATED $8.2 million (-56%) at 3,291 theaters (-383 theaters, $2,492 per theater). Its cume is approximately $117 million.

Directed by Ang Lee, it stars Eric Bana, Jennifer Connelly, Sam Elliott and Nick Nolte.

DreamWorks' animated PG-rated Sinbad: Legend of the Seven Seas debuted in a weak sixth place with an ESTIMATED $6.8 million at 3,086 theaters ($2,492 per theater). Since opening July 2, it's taken in $10 million.

Inspired by the ancient tales of the Arabian Nights, Sinbad, the most daring and notorious rogue ever to sail the Seven Seas, is faced with his greatest challenge of all--forgoing his self-serving ways to save the life of his best friend.

Directed by Patrick Gilmore and Tim Johnson, it features the voices of Brad Pitt, Michelle Pfeiffer, Catherine Zeta-Jones and Joseph Fiennes.

Fox Searchlight's R-rated sci-fi thriller 28 Days Later dropped a few points in its second week to come in at No. 7 with an ESTIMATED $6 million (-40%) at 1,407 theaters (+147 theaters; $4,314 per theater). With only a $8 million production cost, the contemporary thriller about a fast-spreading virus that causes human rage on the people it infects has more than doubled its investment with a cume of $20.6 million.

Directed by Danny Boyle, it stars Cillian Murphy, Naomi Harris, Brendan Gleeson and Megan Burns.

Paramount Pictures' PG-13-rated actioner The Italian Job moved down a notch to eighth place in its sixth week with an ESTIMATED $4.2 million (-22%) at 1,584 theaters (-437 theaters; $2,699 per theater). Its cume is approximately $84 million.

Directed by F. Gary Gray, it stars Mark Wahlberg, Charlize Theron, Jason Statham, Seth Green, Mos Def and Edward Norton.

Universal Pictures' PG-13 Bruce Almighty dropped three rungs to No. 9 in its seventh week with an ESTIMATED $4 million (-35%) at 1,929 theaters (-722 theaters; $2,074 per theater). Its cume is approximately $228.7 million.

Directed by Tom Shadyac, it stars Jim Carrey, Jennifer Aniston and Morgan Freeman.

Universal Pictures' PG-13-rated car culture sequel 2 Fast 2 Furious showed the least improvement this week, diving five spots down to 10th place in its fifth week with an ESTIMATED $2.4 million (-61%) at 1,779 theaters (-1038 theaters; $1,349 per theater). Its cume is approximately $119.3 million.

Directed by John Singleton, it stars Paul Walker, Tyrese, Eva Mendes, Cole Hauser and Devon Aoki.

OTHER OPENINGS

Focus Features' PG-13 rated mystery Swimming Pool managed to open with a respectable showing of an ESTIMATED $289,964 in 13 theaters, averaging $22,305 per theater. Also opening July 2, its total five-day cume is $375,809.

The story revolves around an uptight British mystery author who takes some time off to stay in the South of France. Her relaxed vacation is interrupted, however, by the arrival a sexually charged young woman, and their growing relationship sets off an increasingly unsettling series of events, including a possible real-life murder.

Directed by Francois Ozon, it stars Charlotte Rampling, Ludivine Sagnier and Charles Dance.

WEEKEND COMPARISON

The Top 12 films this weekend grossed an ESTIMATED $126.9 million, up 12 percent from last week's take of $112.5 million but down 8 percent from this weekend last year, when key films grossed $139.1 million.

Last year, Sony's PG-13 rated Men in Black II premiered at the top of the heap with $52.1 million over the three-day weekend, with a five-day total of $87.2 million at 3,557 theaters ($14,661 per theater); Sony's PG-13-rated Mr. Deeds dropped to No. 2 in its second week with $18.4 million at 3,231 theaters ($5,698 per theater), while Buena Vista's PG-rated animated adventure Lilo & Stitch stayed in third in its third week with $12.6 million at 3,222 theaters ($3,922 per theater).