Immediately after the events of Cloudy With a Chance of Meatballs, a helicopter lands on the island of Swallow Falls. Much to the surprise of inventor Flint Lockwood (Bill Hader), it contains his childhood idol Chester V (Will Forte), or at least a hologram of him, who informs the townspeople that his LiveCorp will take over clean-up of the island and relocate everyone to San Franjose in the meantime. He's also got a job for Flint at LiveCorp, where he'll get to spend his days drinking endless free lattes and inventing to his heart's content. Unfortunately, Chester V's got secret plans for Flint and his food-generating invention, and when several teams of LiveCorp employees fail to retrieve it, he sends Flint himself back to Swallow Falls, now overrun by an entire ecosystem of living food.

Lord and Miller had a hand in the story, and are listed as executive producers, but this sequel is piloted by animators Cody Cameron and Kris Pearn in the director's chairs, while John Francis Daley, Jonathan M. Goldstein, and Erica Rivinoja share writing credit. As evidenced by the trailers, this chapter relies more heavily on food puns ("Tacodiles!") for laughs, and the cute factor is amped up significantly. Flint and his party -- weather girl Sam Sparks (Anna Faris), Flint's Dad (James Caan), obnoxious man-boy Brent (Andy Samberg), jack-of-all-trades cameraman Manny (Benjamin Bratt), and authoritative police officer Earl (Terry Crews, replacing Mr. T) -- spend most of the movie encountering funny or adorable food monsters, such as sardine-loving pickles, a noise-making strawberry baby named Barry, and a flock of snuggling marshmallows. Endearing, but not very deep.

On the other hand, the filmmakers have a ball with Chester V and his diabolical LiveCorp, whose stick-thin, boneless limbs are a never-ending source of hilarious animation. He's also accompanied by a fleet of minions in oversized mech suits which prance alongside him like dancers in a musical number. Although the moral lessons of the film (don't let people turn you against your friends) are more divorced from the gags this time around, the film still manages to blend the heartwarming with the absurd, such as Flint's Dad's attempt to teach the pickles how to fish. The film dips a little more toward the crass than its predecessor (in one scene, Flint and Chester swing through Flint's lab on their wedgie-proof underwear), but only a little.

Viewed in 3D, there's also more obvious attempts to play to the format than the first film, with at least a couple of instances of characters sticking things into the camera. At the same time, Chester V's holograms and animation provide plenty of opportunities for depth of field to add a little something to the picture. Cloudy 2 is less of a success than Cloudy 1, but this colorful toon would rank as an above-average bit of kid fare even if it wasn't following a better movie -- hard to believe a film with such clever visuals and positive sense of humor is technically leftovers.