Starring: Mike Myers (I), Eddie Murphy (I), Cameron Diaz

7 out of 10 stars

Leaving behind a good amount of its fairy-tale trappings for a satiric go-round at another type of fantasy land – this time, Hollywood and L.A. – Shrek 2 ups the ante on its adult in-jokes while still providing enough fun, frolic and mayhem for kids. Well, at least I think so. I myself was too busy laughing at the great send-ups of southern California and counting the innumerable movie allusions – not to mention the savage mocking of Disney – that I never really had time to think if Shrek 2 had its kid audience in mind.

Does it matter? To be honest, not really. All director Andrew Adamson and company were required to do was bring back the original Shrek's three main characters – ogre Shrek (Mike Myers), Princess Fiona (Cameron Diaz) and sidekick Donkey (Eddie Murphy) – and let them do their thing. That alone would have been an easy $150 million in the bank and gazillions in merchandising. Thankfully, there's something about computer animation and sequels that gets professionals to knock themselves out trying to top what they've done before. And while Shrek 2 doesn't achieve the depth of Pixar's Toy Story 2 (which, if you ask me, surpasses the first film), it does solidly knock it out of the park. And if the fractured fairy-tale quality of the first seems a bit diluted here – the new kingdom of Far Far Away seems more concerned with the appearances of Here And Now than long-term Happily Ever After – the addition of some pungent new characters, a rollicking momentum and the fast-and-furious flying of jokes guarantees a stellar time.

Shrek 2 seems to have more of a day-to-day feel than the epic quality (for wont of a better term) of the first movie, which worked in terrific action sequences with an actual plot. Here, the movie seems less about telling a great story rather than putting its existing characters through some basic plot machinations. Picking up right where Shrek left off, the movie's credits feature vignettes of the big fat green honeymoon of Shrek and Princess Fiona, who upon returning to the swamp find not only a bereft Donkey (who's separated from Dragon), but also a missive from her parents requesting the newlyweds' appearance at a ball in Fiona's hometown of Far Far Away. The sweet falling-in-love story is immediately replaced with a bickering-couple vibe (she wants to go, he doesn't, they argue, they make up, etc etc) and there's certainly less emotional heft -- and, to put it politely, interest -- in the tale of Shrek trying to win over Fiona's royal 'rents, the genteel Queen Lillian (Julie Andrews) and the gruff King Harold (John Cleese).

The credited screenwriting triumvirate of J. David Stem, Joe Stillman and David N. Weiss must have figured that out, as they've peppered the entire movie with so many gags that culturally-fixated fans might get dizzy at the rapid dispensation of in-jokes. While a good number still take aim at fairy tale conventions (the narcoleptic Sleeping Beauty), most of the comedy is steeped in contemporary allusions (Farbucks standing in for Starbucks, an animated Joan Rivers covering a royal ball… you get the picture). And a plot development about halfway through the movie provides a twist on the main characters that, while fun, also robs of them of some of their originality. Fortunately, Shrek 2 also adds a number of superb new characters to the mix. Jennifer Saunders voices a wonderfully, deliciously evil Fairy Godmother, whose effective two-faced demeanor could get her a job at CAA instantly. (Though not at Disney, as her musical number is a dead-on, take-no-prisoners parody of the "Be Our Guest" sequence from Beauty and the Beast, complete with menacing furniture sprung to life.) And Rupert Everett is a perfectly vain, metrosexual Prince Charming, although that "metro" may be up for discussion; then again, the only person he seems attracted to is himself.

It's the movie's new breakout character – Puss-in-Boots, a Zorro-like rogue-for-hire voiced by a riotous Antonio Banderas – that ultimately puts Shrek 2 over the top, and it's the one new convention in the movie that seems to honor the fairy-tale quality of the first film and build on it appropriately. All suave ferocity until he has to choke up a hairball mid-duel, Puss is enlisted to fell Shrek but instead joins the ogre and Donkey on their adventures, and the trio of Myers, Murphy and Banderas buoys the entire movie. (Sorry, Diaz gets short shrift here, as Fiona has little to do except react to various royalty.) Myers' and Murphy's chemistry was so seamless that it comes as an incredibly welcome surprise that Banderas fits in so well, and he pretty much steals the show, even though Murphy's in stellar form yet again. (Why is it he's so much more appealing as a donkey than a human?) It's the unmitigated glee in their performances that glosses over any of the rough patches in Shrek 2, and for the most part, you'll be more than contented to glide along on their good will – as will kids, who'll eat up the action even if they don't get the Variety-caliber jokes. If only more summer movie sequels had such a blatant and affectionate eagerness to please…. hey, a guy can dream, can't he?