Shrek 2, now in theaters, mostly skims over the obvious Disney-bashing (save for a rather ugly incident with a certain red-haired mermaid) that its predecessor wallowed in (click here for the Toon Talk review of the first Shrek) and focuses its lampoons on more generalized fairy tale/nursery rhyme lore. The result is slightly more enjoyable then the original, in a not quite as low lowbrow way.

(c) Dreamworks

Part two begins shortly after the marriage of Shrek (voice of Mike Myers) and the now permanently ogre-ized Princess Fiona (Cameron Diaz), who’s honeymoon bliss is interrupted by not only the return of Donkey (Eddie Murphy), but also the royal summons of Fiona’s parents, the King and Queen of Far Far Away (voiced fittingly by John Cleese and Julie Andrews), who want to meet their daughter’s new prince charming.

Of course, all does not go well once the happy couple arrives in the Beverly Hills-type kingdom, in a Guess Who’s Coming to Dinner sort of way. It turns out that the prince who was supposed to rescue Fiona from that remote castle in the first film (who was beat to it by Shrek) was in fact Prince Charming (Rupert Everett), the son of Fiona’s scheming Fairy Godmother (wickedly performed by the Absolutely Fabulous Jennifer Saunders in all her snobbishly superior Brit glory). A bargain is hatched between the furious king and the magical matchmaker to do away with Shrek and replace him with the vain Charming.

(c) Dreamworks

In the most satisfyingly silly aspect of the story, the King hires the most bloodthirsty ogre-killer he can find: Puss in Boots. Voiced with gusto by Antonio Banderas, this swashbuckling kitty has a hysterical secret ‘weapon’ that won’t be spoiled here; it is safe to say that it does endear him to his would-be victim, and Puss soon joins Shrek in his quest to prove himself to Fiona, much to Donkey’s chagrin, naturally.

This odd trio finagles their way into the Fairy Godmother’s magic potion factory (posing as Teamsters, of all things) and narrowly escapes with a mystical elixir that may solve all of Shrek’s problems. But when the king’s soldiers capture them (as seen in yet another riff on Cops titled Knights), its up to Shrek’s misfit friends from the swamp (including the Gingerbread Man, Pinocchio and the Three Little Pigs) to rescue them, leading to a showdown with the Fairy Godmother as the clock ticks down to the stroke of midnight, which we all know is when magic spells are broken.

After the success of the first Shrek, so-called ‘fractured fairy tales’ as a genre in and of itself have proliferated (including the recent Ella Enchanted and Disney’s own upcoming Rapunzel), and 2 adds to the mix with … mixed results. For every big laugh (such as the Fairy Godmother’s own take on a “Bibbidi-Bobbidi-Boo�? type song, complete with dancing furniture a la “Be Our Guest�?), there are quite a few clunkers (do we really need another Starbucks gag?). Sprinkled throughout are tired references to such mainstays of contemporary cinema as Alien and Mission: Impossible, as well as well-chosen pop songs like “Funkytown�? and “Holding Out for a Hero�?. Classic character cameos abound as well, including Captain Hook, Tinker Bell, Sleeping Beauty, an Ugly Stepsister (voiced by Larry King!) and … scariest of all … Joan Rivers.