And there's great imagination in a scene in which the kids commandeer a combo aircraft-speedboat-submarine with a plump fish design that looks like something Captain Nemo might have dreamed up. The movie's props range from bubble gum, which can be used as a tracking device, to the parents' car, which doubles as a submarine. Rodriguez has always been in love with special effects (as in his vampire movie 'From Dusk 'Til Dawn'), and here he combines computer-general images with brightly colored sets that look like a riot in a paint box. What's neat is the way the kids don't act like kids: They go about their business seriously, and along the way little Juni gains the self-confidence he needs (at school, he was the target of bullies). The kids have repaired to a secret 'safe house,' which is a lot different inside than outside, and they utilize all sorts of spy gimmicks some they understand, some they don't. Gradenko ( Teri Hatcher), who claims to be a friend of their mother from the old spy days. After the kidnapping, it's up to the kids to rescue their parents, with a little help from their Uncle Felix ( Cheech Marin) and guidance from Ms. 'Spy Kids' is so endlessly imaginative, so high-spirited, so extravagant with its inspirations, so filled with witty dialogue, that the more you like movies, the more you may like this one. My feeling is that a 'family movie' fails if it doesn't entertain the parents, since they're the ones who have to buy the tickets. This sounds, I know, like a plot for 8-year-olds, but Rodriguez charges at the material as if he wants to blow Indiana Jones out of the water, and the movie is just one outrageous invention after another.

Floop's answer: the Third Brain, which Gregorio Cortez secretly took along with him when he left the spy service.

Their problem: The brains aren't up to speed. They look like the originals except for eyes with an eerie glow. Floop runs a cloning operation to turn out exact robotic copies of the children of powerful people. His operation, based in a fantastical seaside castle, includes workers that are all thumbs, literally: thumbs for heads, arms and legs. Minion works for the diabolical Fegan Floop ( Alan Cumming), whose job as a kiddie-show host masks his scheme to rule the world.

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