One of the bad guys in the cool juvie adventure flick "Spy Kids," is a PeeWee Herman meets Willie Wonka meets the Wizard of Oz wacko who -- when he's not trying to take over the world -- hosts his own super-surreal Saturday morning kiddie show from an ominous funhouse fortress built atop a craggy oceanic rock outcropping.

His name is Fagan Floop and he's played by sublime scene-stealer Alan Cumming ("GoldenEye," "Titus"), who seems to put his arm around every audience member and give them each a giddy, wicked little wink as he kidnaps the world's top secret agents and diddles with their DNA, turning them into the uncanny, toy-like Technicolor mutants that populate his TV show.

Two of his hostages are Gregario and Ingrid Cortez (Antonio Banderas and Carla Gugino), ex-super-spy adversaries who fell in love while on assignment to kill each other. They traded in their gadget belts for a normal life as suburban parents, but when agents start disappearing they're called back into service.

Being a little rusty in the rescue department after eight years, they're captured pretty much as soon as they pilot their minivan/submarine toward Floop's seaside castle. Now it's up to their kids -- sassy proto-teen Carmen (Alexa Vega) and twitchy, insecure Juni (Daryl Sabara) -- to save them in this zestfully fun family film.

Written and directed -- startlingly enough -- by guns-a-blazin' Tarantino protégé Robert Rodriguez ("El Mariachi," "Desperado," "From Dusk Till Dawn"), "Spy Kids" is a glossy, MTV-and-CGI modernization of the kind of throw-away adolescent caper matinees Disney used to crank out in the early 1970s (think "Candleshoe," "Escape to Witch Mountain").

Like those movies, "Spy Kids" is easy to pick apart if you stop to think about any part of the unmanageably convoluted plot. Old espionage rivalries, double-agents, androids, transmogrification, genetically engineered miniature brains, sibling rivalry, and the fact that Floop is actually the pawn of two even badder baddies (more great casting: Tony Shalhoub and Robert Patrick) all come into play.

Like those movies, "Spy Kids" beats to death its cheek-pinching, head-patting themes of self-esteem and family ("Spy work, that's easy," somebody says. "Keeping a family together is the mission worth fighting for.") Like those movies, "Spy Kids" is weightless and possibly won't last long in one's memory.

But like those movies, "Spy Kids" is great family fluff and full of stuff that's just plain cool to anyone who can think like a 5-to-10-year-old.

Clad in form-fitting leather outfits and loaded up with gadgets galore (rocket packs, rappelling wire and an "instant cement" version of Silly String all come in handy), Carmen and Juni avoid capture by the double-agents, outmaneuver Floop's army of mutant henchmen (they're literally all thumbs), navigate the labyrinth of his lair, foil a plan to replace the children of world leaders with robotic clones, reunite the Cortez clan (including their gadget-building estranged uncle), and reform their adversary.

With his pedal-to-the-metal directing style, Rodriguez utilizes all his high-tech and low-tech action movie techniques to turn this endeavor into an extremely entertaining romp with a capricious video game sensibility that made me -- for the first time in years -- wish I could jump into the movie and play along.

"Spy Kids" could have been a better movie. It's far too easily sidetracked by the confusing details of the endlessly meandering plot and by gimmicks for the sake of gimmicks -- like Floop's "virtual room" of expensive F/X that advance the plot not one iota.

But while such fallacies are frustrating because the film falls short of its promising potential, in the puerile fun department it couldn't possibly be improved upon. So it's better to just forgive its shortcomings and relish it as one of those rare movies that can truly amuse absolutely everybody who has any kid left in their heart at all.