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The movie begins as we see Carla Gugino telling her kids their favorite bedtime story. It's the classic old story where the two spys are hired to kill each other but instead they fall in love, get married, retire form the spy business and have two children.

The kids have no idea but she is actually telling them the story of her and her husband Antonio Banderas.

One night while working online as a "consultant," Antonio is called back to work since it seems that all the worlds top spies have mysteriously disappeared. Carla is longing to get back into the business because she misses all the excitement. They have Cheech Marin the kids "uncle" watch them as they head off to their new mission.

Along the way they are kidnapped by Alan Cummings who plays Fegan Floop, an obnoxious kid's show host whose characters are like deranged teletubbies and has an army of men who are all thumbs. (Their heads, arms and legs are thumbs).

Floop's assistant Minion, has developed a cloning process and has cloned the kids of all the worlds most powerful people. All that's missing is a properly working brain for them.

Turns out that just before quitting the spy business, Antonio had developed a "third brain" that Minion is now after.

Teri Hatcher, a good spy turned bad breaks into Antonio's house looking for the brain and the kids. Cheech helps the kids escape and they are transported to a "safe house" but eventually, Hatcher finds them there and also finds the brain. The kids escape to another uncles house. This uncle is also in the spy business although he makes weapons for the spy business.

They fly off in one of his special planes and make it to Floop's Island fortress.

All the deranged characters from Floop's show turns out to be the missing spies that Floop had captured and turned them into weird characters on his show. He even has Antonio turned into a hideous creature through a weird Frankenstien like process.

Floop now however is more concerned about his show and admits to Antonio's son that his show is missing something. The son convinces him that the show is missing kids. Floop now is a good guy and helps reverse Antonio's process.

In one of the final scenes, Antonio and his family are in a room with the real brain behind the world takeover, Minion. Also there are Teri Hatcher and her bosses from the spy business. They are all there to watch Antonio and his family be killed by the army of kids who are now equipped with properly working cloned brains.

Just before they are attacked, Floop reverses the cloned kid's brains to read right from wrong and the kids instead attack Minion and his crew.

The world has been saved and final scene shows Antonio and his family watching Floop's latest TV show, costarring two clones of Antonio's kids.


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Carla Gugino, Antonio Banderas, Alexa Vega and Daryl Sabara
The kids set off to rescue their parents after they are captured by Floop.
Carla Gugino and Antonio Banderas
Former spies who are called back into action when spies across the world turn up missing.
Alan Cumming
as Fegan Floop
He was once a bad guy but turns good, and helps rescue Antonio and his family.
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