Eddie Murphy's last funny performance was as Donkey in 2001's Shrek. He got most of the good lines and was a big part of the mocking fairy-tale's success. In the sequel, he's upstaged by a cat with a Spanish accent, courtesy of Antonio Banderas, plus seemingly every movie and television show ever made. This dizzying pastiche was designed for people with short attention spans and for those who enjoy watching the entertainment industry cannibalize itself. Apparently that includes most of us.

Shrek spoofed Walt Disney's trademark characters and family pictures. It struck a golden chord at the box office and started a trend. Now Disney routinely skewers fixtures in its own pantheon. Shrek 2  is even more relentlessly irreverent, and the target has grown to encompass a wide swath of pop-culture content beyond classic fairy-tales.

The battery of references is unquestionably amusing, sometimes riotous, even when weighed against flawed animation and material that isn't suitable for young children. You know it's a wide-open affair when Pinocchio's red thong is snapped by the Gingerbread Man and when movies like The Wizard of Oz, The Graduate and From Here to Eternity, and TV shows like Rawhide and Cops are cleverly woven in. Though kids are an afterthought and won't catch many of the jokes and quotations, they'll still have a ball.  First because they'll see their parents laugh and the movie is nothing if not contagious. And second, to be less naïve, because they actually understand the hectoring idiom much better than their parents. A diet of SpongeBob SquarePants has got to prepare you for something and Shrek 2 is it. 

Nothing in this makeover reality show is sustained for very long. Following an opening montage in which they frolic on their honeymoon, newlyweds Shrek and Princess Fiona are summoned by her parents, Donkey obnoxiously in tow. Arriving in the kingdom of Far Far Away, they see it's a dead ringer for Hollywood, complete with a hillside sign and stretch carriages on Rodeo Drive. It prompts a line from the Beverly Hillbillies theme ditty--"Swimming Pools! Movie Stars!" 

The plot then becomes a variation on Guess Who's Coming to Dinner, since the royal couple doesn't know who Fiona married or that she's now an ogre herself. Having two ogres in the family is especially distressing to the King (John Cleese) because he cut a deal with Fairy Godmother (Jennifer Saunders) promising Fiona to Prince Charming (Rupert Everett). The King orders a hit on Shrek.  Enter Puss in Boots, a swashbuckling cat hired to rub out the green dolt. Donkey jealously remarks, "The position of annoying talking animal has already been taken."

Shrek and Donkey get their hands on a potion that turns them into a stud and a steed, which leads to Fiona having to decide whether she wants to live with a shallow, attractive man, or the ogre she loves. The movie finishes well with an energetic final half-hour during which the laughs don't stop. Fairy-tale characters help Shrek break out of jail and crash the coronation ball, which is preceded by a spoof of the Academy Awards red carpet walk and Joan Rivers' fashion commentary. 

Although a lot of risqué material probably remained on the drawing board, the three sex-starved maidens lusting after Shrek in one scene is an example of how the PG envelope is pushed. While more colorful than the first movie, the computer animation appears unfinished. There's no need for the character’s lip movements to be out of synch with the voice track.

Because it moves so quickly, no one will be troubled by Shrek 2's relative edginess or technical shortcomings. This beauty-and-the-beast tale about rejecting surfaces and superficiality is itself superficial, which is why it's so darn entertaining. 

(Released by DreamWorks and rated "PG" for some crude humor, a brief substance reference and some suggestive content.)