Sibling spies Juni (Daryl Sabara) and Carmen Cortez (Alexa Vega) enter cyberspace to battle the Toymaker (Sylvester Stallone) in this second sequel, which tips its hat to films ranging from TRON (1982) to COOL WORLD (1992). Always looking to up the entertainment ante, filmmaker Robert Rodriguez (who did everything but cater the film) renders the cyber-sequences in eye-straining 3-D, the gimmick that would not die. Spying for the super-secret OSS is a Cortez-family tradition: Gregorio and Ingrid (Antonio Banderas, Carla Gugino), their teenaged daughter, Carmen, and Gregorio's brother (Danny Trejo) are all current employees, while Ingrid's parents (Holland Taylor, Ricardo Montalban) were legends back in the day. Adolescent Juni, in the throes of rebelling against his heritage, returns to the fold when Carmen becomes trapped in the beta version of "Game Over," the most hotly anticipated video game ever. The brainchild of the Toymaker, whom the OSS exiled to cyberspace years earlier, "Game Over" is designed to entrap every gaming child in the world; the OSS sent Carmen to shut it down, but she's languishing on level four. Juni must rescue her and complete the mission. Juni tries to team up with four beta testers his own age — buff Arnold (Ryan James Pinkston), cool Rez (Robert Vito), brainy Francis (Bobby Edner) and tomboy Demetra (Courtney Jines) — but the gaming geeks treat him as competition and sabotage his efforts. So Juni turns to his wheelchair-bound grandfather, a formidable customer in real life who kicks major VR ass. What Juni doesn't know is that Grandpa and the Toymaker have unfinished business that could jeopardize the mission. The good news is that this installment shares the high spirits and non-preachy emphasis on family solidarity that made SPY KIDS an unexpected delight. But overall it's a harmless disappointment, hampered by the thin story and a surprisingly dreary looking video-game setting, heavy on the floating platforms, cartoony future-cityscapes and goofy gadgetry. The entire Cortez clan is eventually present and accounted for, but this is Juni and Grandpa's story and Sabara is at a disadvantage; veteran actor Montalban has refined scene-stealing to an almost imperceptible but devastating series of raised eyebrows and flawlessly modulated inflections. The slam-bang finale reunites most of the cast of the previous two films, a who's who of the cool and the crazy that includes Steve Buscemi, Tony Shaloub, Cheech Marin, Alan Cumming, Bill Paxton and George Clooney, joined by series newcomers Salma Hayek and Elijah Wood.