Fun, fast-paced sequel is more upbeat than the original.

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Having left the halls of Manhattan's Museum of Natural History behind for a successful career designing and marketing products like a glow-in-the-dark flashlight, Larry Daley (Ben Stiller) is dismayed when he finds out that all of his museum pals are being shipped off to deep storage at the Smithsonian to make way for new high-tech exhibits.

But soon a distress call from miniature cowboy Jed (Owen Wilson) brings Larry to D.C., where he must outsmart cranky ancient Egyptian Kahmunrah (Hank Azaria) if he wants to save his friends. With the help of spunky pilot Amelia Earhart (Amy Adams), Larry just might come through -- but not before the entire Smithsonian museum complex comes to chaotic, colorful life.

Fans of the first "Night at the Museum" are sure to enjoy this fun, fast-paced sequel -- which has just as many impressive effects as the first and a slightly more upbeat (if not more original) story. Larry is no longer a sad-sack divorced dad but a successful businessman who just needs a little course correction to get back to doing what he really loves.

And even though the basic premise -- museum exhibits come to life at night with the help of a magic Egyptian tablet -- is the same as in the first movie, moving the action to the Smithsonian means that everything takes place on an even grander scale. Here, it's not just dioramas and dinosaur skeletons that perk up when the sun goes down -- sculptures roam the hallways, paintings move (shades of Harry Potter), and airplanes soar.

Like the plot, Stiller's performance is pretty much identical to the first movie -- he's wry, dry, and expert at tossing off quips. Adams is a welcome addition as the perky, slang-talking Earhart (even though her romantic interest in Larry seems a bit forced); "Saturday Night Live's" Bill Hader is manically charming as a blustery General Custer; and Azaria turns Kahmunrah into a somewhat more peevish version of The Blue Raja, the dandified underdog he played in Mystery Men.

Other fun cameos abound, but, frankly, kids probably won't notice or care -- they'll be too busy watching the living exhibits fight and frolic. Battle of the Smithsonian may not be destined for a museum itself, but it's plenty of fun for adventure-loving tweens.

Parents Need to Know

Parents need to know that this follow up to the smash hit "Night at the Museum" is very similar in content to the original movie -- so if your kids liked that one, they'll get a kick out of this one, too. Expect lots of generally lighthearted, effects-heavy chaos and action, with slapstick chases and confrontations and some moments of peril and danger (including scenes in which a somewhat scary giant octopus wreaks havoc and others involving creepy soldiers from the Egyptian underworld). Main characters get into fights and are threatened with weapons (guns, spears, swords) and words, but no one is seriously injured.

One thing that's "missing" is the uneven father-son relationship from the first movie -- this one skips the family angst in favor of a more romantic subplot that helps keep things more upbeat overall. There's a little language and some kissing, but no drinking or smoking.

Families can talk about the message behind all of the fancy effects. Why is it important to do what makes you happy? How is Larry inspired to go after his dreams? How have his dreams changed since the first movie? Families can also discuss the historical figures and events that the movie touches on. How could you learn more about Amelia Earhart, the Tuskegee Airmen, and other characters featured in the movie? Parents: Channel kids' excitement about the movie into a library trip or online history session.

Studio: Twentieth Century Fox Director: Shawn Levy Cast: Hank Azaria, Ben Stiller, Owen Wilson, Amy Adams Genre: Action/Adventure Run Time: 105 minutes Theatrical Release: 5/22/2009 MPAA Rating: PG MPAA Explanation: mild action and brief language

Reviewed by Betsy Bozdech.

See more about "Night at the Museum: Battle of the Smithsonian" at Common Sense Media.