While this second entry in Ben Stiller’s family-friendly, Mannequin-inspired franchise is certainly calmer and more entertaining than its hyperactive predecessor, it earns points alone for featuring Darth Vader and Oscar the Grouch in the same scene.

It sees Stiller infiltrating the Smithsonian Institute to help his wax figure friends, who have been shipped there, along with the life-giving golden tablet, by accident and are being threatened by an evil pharaoh (Hank Azaria) who wants the tablet so he can rule the world.

Where the first flick basically boiled down to Stiller running around and reacting to special effects, this one benefits in a big way from its inspired new setting and by surrounding Stiller with a truly terrific supporting cast. Such changes seem to have motivated returning director Shawn Levy to keep any truly frantic antics–like the chaos that erupts in the Air and Space Museum–to a minimum.

In fact, the film has a field day with its Smithsonian setting, from the bobblehead Albert Einsteins and bringing the Abe Lincoln Memorial to life, to the way Napoleon hits on Amelia Earhart (Amy Adams) and when Azaria uses Archie Bunker’s iconic chair as a throne. In the coolest scene, Stiller walks into the famous photo of an American sailor kissing a white-clad young woman on V-J Day.

But despite the surplus of amusing moments, and though Stiller is the star, the supporting cast is what makes the movie work as well as it does. Azaria is arguably the funniest of the bunch, affecting an amusing Boris Karloff-like lisp as he recruits Al Capone, Ivan the Terrible and the aforementioned Napoleon to his cause and endures them referring to his tunic as a dress.

Not far behind Azaria is the hilarious Bill Hader as a too-cocky George Armstrong Custer who struggles to pronounce Sacagawea’s name correctly, gets a pep talk from Stiller and boasts that his hair “is currency in certain parts of Europe.” Christopher Guest also earns lots of laughs as Ivan the Terrible, as does Robin Williams as not one, but two versions of Teddy Roosevelt.

I liked that Owen Wilson’s tiny cowboy and Steve Coogan’s tiny Roman general, who used to be enemies, have become friends. I also liked the way the film develops a romance between Stiller and Adams. Mostly, though, I liked Adams. She’s the best thing here, all full of spunk, spitting out her lines with screwball comedy precision and creating the closest thing the film has to an actual person.

After all is said and done, this is still a family flick, one in which small monkeys slap Stiller silly and a lovable octopus roams free. It won’t win any Oscars. But it might teach you a thing or two about history and maybe even leave you with a smile on your face. Such was my reaction to the sight of Coogan riding a squirrel.- [DVD]

Action/Adventure/Comedy/Family

Rated PG

DVD Release Date: 12/1/09

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