When the first "Happy Feet" came out a few years back, it defied a lot of expectations (and some really bad trailers) by being, you know, actually pretty good. A logline of the plot might read something like this: "A young penguin who lives in a society where singing is the most important thing in the world finds that he cannot sing... but he can dance up a storm. What will happen to him?"

It sounds like a simplistic story, but writer/director George Miller (yeah, the "Road Warrior" guy) and company managed to spin a winningly entertaining hero's journey out of it, while also dishing up some refreshingly bold socio-political commentary and setting it all in a lush, dazzling Antarctic wonderland. The snappy jukebox musical numbers helped quite a bit, too. As enjoyable as it all was, though, it didn't particularly seem to cry out for a sequel, and regrettably, "Happy Feet Two" can't even hope to measure up. Why? Well, here's the logline this time around: "The characters from 'Happy Feet' like to sing and dance, except for main hero Mumble's kid, who doesn't for some reason, and also there are some cranky elephant seals, a puffin who pretends to be a flying penguin, a pair of krill who are having an existential crisis, some humans in a boat who don't really do anything, a great big iceberg that kind of represents global warming, and something or other about self-empowerment through the power of positive thinking." Got all that?

You almost need a flow chart to keep track of all the oddball subplots going on in this film. The first "Happy Feet" may have had plenty of strange twists, but they were all anchored by the hero's quest to find himself. Part 2 doesn't just meander, it flounders, offering up new characters and side stories with a frantic sort of desperation, as though the people making it didn't really know what the movie was supposed to be about either. Action scenes, drama, comic relief and elaborate dance numbers just sort of fly off the screen, with nary a story-driven reason to care what's going on... in this one, stuff just sort of happens, until it either stops happening, or some dazzling eye candy shows up to distract you. Characters argue with each other, then make up, then yell some more. Funny characters swoop center stage to deliver jokes and mugging at random intervals. The song and dance numbers, which were so crucial to the first film, are just sort of shoehorned in because it's a "Happy Feet" movie and you expect them to be there. Certain things are foreshadowed but never pay off, while other important events seem to come out of nowhere. It's like someone just threw a bunch of story notes into a blender and hit frappé.

Which is a real shame, because there are some major plusses to be had in "Happy Feet Two". The animation itself is truly stunning... everything, from the inside of a vast cloud of softly glowing krill, to the sunlight sparkling on sugary snow and icicles, to glimmering reflections within thousands of tiny water droplets, has been rendered with a jaw-dropping skill that manages to raise the bar (at least until the next Pixar movie comes along). The characters, too, are once again artfully and adorably depicted... even the shrimp are cute. There are also moments when the sheer joyfulness of the music and dance choreography delivers an emotional punch that the poorly written story simply can't. The film shows us a delightful world and then fails to bring it fully to life.

Of the returning characters, the best that can be said of them is that they happen to be in this movie too. Mumble, Gloria, Ramon, Lovelace and even Noah the Elder (Mumble's parents, interestingly, are MIA)... they're still around, but now they're not doing anything particularly interesting. The new characters fare somewhat better, maybe because they're simply bringing fresh shtick with them. A considerable amount of the story revolves around a pair of krill (you know, those little microscopic shrimp that whales eat by the billions) named Will and Bill, who decide to change their lot in life by leaving their swarm behind to become fierce predators. Stunt-voiced by Brad Pitt and Matt Damon, who at least sound like they're having a good time, the two mini-shrimp seem to be occupying a different film for much of the running time, but they do deliver some of the pathos and humor that's missing from the penguins.

By far the most interesting new character in part 2 is the "flying penguin", an appealingly strange Scandinavian puffin named The Mighty Sven (delightfully voiced by Hank Azaria, who does this sort of thing way better than Robin Williams). Sven, like Lovelace in the first movie, may be a bit of a charlatan, but unlike Lovelace his motives aren't so selfish, and he ultimately provides both charisma and warmth to a film that desperately needs it. One can't help but wish he'd been the main character this time around.