Sequel to the Jim Carrey 1994 film with Jamie Kennedy as an aspiring cartoonist who happens upon the magical mask that transforms anybody who puts it on into an uninhibited cartoon with superpowers. But the mask belongs to the Norse god of mischief Loki (Alan Cumming) who comes to Earth looking for it. Also with Traylor Howard, Bob Hoskins and Ben Stein. Directed by Lawrence Guterman. [1:26]

SEX/NUDITY 3 - After tackling a woman to the floor a man squeezes her breasts. A man in a nightclub rips open his shirt and dances with women in skimpy outfits that reveal cleavage and bare legs. A man ogles women in a nightclub.
► A married couple kiss each other in several scenes. Two dogs are shown having a romantic candlelit dinner, and they kiss.
► A man lies on a beach bare-chested and wearing a small swimsuit. A woman wears a low-cut top and a short skirt revealing bare legs and cleavage. A man's pants droop in the back revealing buttock cleavage. A woman's pregnant tummy is seen during an ultrasound and her husband touches her tenderly.
► A woman asks her husband, "What's gotten into you?" and he says "Let's find out" when he walks into their bedroom (it is implied that they have sex, and a baby is conceived). A man imagines a woman delivering many babies; we see them shooting out from between her legs. A man repeatedly refers to a baby having been "born of the mask." In a cartoon, a dog pulls a baby's diaper down exposing part of the baby's bare buttocks and buttocks cleavage.

VIOLENCE/GORE 4 - Many of the violent scenes are cartoonish: A man pushes another man's head into a sidewalk breaking the concrete and pushing the man under the surface of the sidewalk. A man slams a huge hammer down, near a man, a woman and a baby several times as they run away; the man holds the hammer up keeping it from hitting the woman and baby, and two large drills approach his sides, whereupon he yells.
► Two men box in a ring: one punches the other in the face, one flatulates in the other's face, one is punched and locked into a trunk that is thrown into a river, one rams into a wall, one holds large guns on the other and shoots, and one lands on a rake and is hit in the face. A large boxing glove punches a man in the face, he is thrown into the air and falls onto the floor unconscious. A man tackles a woman, knocks her to the floor, grabs her head, and pounds her against the floor while yelling at her. A baby picks a man up, and bangs him back and forth onto the floor and furniture (the man lies unconscious). A baby throws a fax machine at a man (he ducks out of the way). A baby squeezes a man between two dumpsters. A boy hits a man in the crotch with his head, a baby hits a man in the face with a rattle. A woman bites a man's finger.
► A man shoots many bullets out of his fingertips causing a floor to break up, right under several security guards. A baby and a man have a showdown, they draw their weapons and shoot, and the man is shot (we see him charred). A large metal wall falls in front of a man and baby, a man throws a huge grenade at them and it explodes, but the two are uninjured. A Norse deity hurls a lightning bolt at another deity (we see him charred and smoldering, but he's otherwise OK). We see the image of a deity speaking to a another deity, bellowing, and threatening him with lightning bolts. The face of a deity pushes through a brick wall and yells at a man. While holding a baby a man puts a stick of dynamite between his buttocks, lights the fuse, and it explodes sending him through a roof and high into the air.
► A dog attaches a rope with a hook to a baby, the baby then attaches the hook to the dog, the dog is dragged through the house (its eyes pop out), it is slammed into a door and into a piano, and the piano is dragged up stairs breaking the railing as it goes; the dog slams into a vent grate, it spins in a ceiling fan, falls into a barrel of roofing tar, goes through feathers, into a washer, and is squeezed flat through rollers. A dog picks up a bone that is actually dynamite, it explodes and we see the dog's charred face. A dog gives a baby a rattle with a stick of dynamite attached to it, the dynamite explodes and the baby shape-shifts to give the impression that he has been blown to pieces (there are smoldering pieces land on the floor). A dog bites a man's crotch and holds on, the man's eyes bulge out.
► A man throws a mask at another man, hitting him in the face. A man pulls the front of another man's face off and puts it into a glass case (the man continues talking and we see the rest of him standing on the other side of the room). A man shape-shifts (his facial features become enlarged, his teeth also get larger and pointed, and his skin turns green); he then roars and lightning flashes, and people gathered in a room scream and run in fear. A man peels a mask off of his face and we see his skin stretching.
► A man puts on a mask a couple of times and we see him twirling like a funnel cloud, contorting and smashing into objects while he transforms. A mask sticks to a dog's face, he bounces around in a blur, bounces into the air, and snarls and slobbers (we see his exaggerated facial features and large teeth and this happens in a couple of scenes). A man puts a mask near his face, it sticks and surrounds his face, the man shoots around a car and green sparks flash. Two cars chase along streets (the streets buckle and bulge like a roller coaster as they go). A woman is sucked into a large vacuum (we see her struggling in the bag and hear her yelling). A man puts a plunger on a man's face.
► In a cartoon a dog puts a baby into a cannon, shoots the baby into the sky and we see a flash of fireworks. A dog plots to get rid of a baby by getting him into a clothes washer. A baby that's not yet walking races around a room, climbing walls and across the ceiling while he seems to be in a panic. A man panics when he realizes that his baby has been taken. A man yells at a baby. A deity is shown with a scar across his eye. A man imagines many infants with fangs and he screams. A woman fears that a baby may be in some danger because his father's behavior is erratic. A man and a baby play Twister and we see them with their limbs really twisted, all around.
► A baby spins his head all the way around and then vomits green goo in a torrent, all over the inside of a car. A woman's head is turned into a large nose, she sneezes and a lot of goo splatters onto the ground. A man changes a baby's diaper and the baby urinates in several directions; then a torrent sprays in the man's face. A baby flatulates loudly.

LANGUAGE 3 - 9 scatological terms (3 mild, and a man says "shoot," but his lips read a scatological term), 11 mild obscenities and insults, 6 religious exclamations.

SUBSTANCE USE - People are shown holding drinks in a nightclub scene. A man smokes, and cigarettes are sold in a nightclub.

DISCUSSION TOPICS - Growing up, responsibility, becoming a parent, parenting, Norse mythology, deities, positive reinforcement, jealousy, mischief, the Id, changing your life, supernatural powers, failure, father/son relationships.

MESSAGE - Growing up can be a difficult thing, even for an adult.