Spies in Disguise is a largely predictable a spy comedy that leans into big, slapstick moments that fail more often than not. But thanks to some interesting thoughts on the genre and a genuinely game cast, the 3D-animated film from Blue Sky Studios is fairly fun, despite all of that.

The directorial debut of Nick Bruno and Troy Quane, Spies in Disguise largely centers on one of the world's most dangerous and charming spies, Lance Sterling (Will Smith). Often taking on assignments by himself, Lance is a legend. But when he's framed for stealing potentially devastating drone technology, he's forced to go on the run and turn to an imaginative inventor he only just met (and fired): pacifist Walter Beckett, voiced by Tom Holland.

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Spies in Disguise

Beckett's newest experiment is a serum that can transform the genetic makeup and body of a human into another animal; his theory is that pigeons could be effective for spycraft. He gets first-hand proof when Lance accidentally consumes the prototype, turning him into a pigeon and forcing him to adapt to his new form while trying to clear his name and save the world.

Despite the fairly obvious character beats about Sterling having to learn to work as a team and that weird can be OK, Smith finds a surprisingly sympathetic note. The story forces him to confront the morality, and impact, of what he does. Holland makes a terrific foil in that regard, in both the comedic and dramatic moments.

Walter's role as a pacifist in the often-violent world of spies is an engaging direction. All of his devices are specifically designed for distraction, protection or containment, helping the character stand out more from his genre peers. It helps that, while the villainous Killian (Ben Mendelsohn) is largely without any personality or memorable qualities, his motivation reflects that. It's far more emotionally complex and confrontational to Lance's perspective on the necessity of killing than you'd expect from the rest of the movie, loaded with pratfalls and fart jokes.

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spies in disguise

Even in those moments, Holland and Smith make for a fun pair with a genuine rapport that develops across the film. The supporting cast is filled with such strong talent as Rashida Jones, Karen Gillan, Reba McEntire, Rachel Brosnahan and Masi Oka. They don't get much to do, but they're just as good as they always are in their brief time on-screen. It's just a shame that when they do appear, they're in basic and predictable moments.

The script, by Brad Copeland (Arrested Development) and Lloyd Taylor (The Wild), follows a well-worn family film structure, even with the spy-genre trappings. The thread about Sterling being framed stops mattering, and is resolved in a moment during a chaotic battle sequence.

Inoffensive and largely forgettable, Spies in Disguise only works as well as it does because of its talented cast. That said, the film does have something to say about the way the genre can dehumanize its antagonists. However, it's far more interested in exploring familiar gags and Bond homages.

Opening Dec. 25, Spies in Disguise stars Will Smith, Tom Holland, Ben Mendelsohn, Karen Gillian, Rashida Jones, DJ Khaled and Masi Oka.

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