Producer: Mark Nielsen   Director: Kelsey Mann   Screenplay: Meg LeFauve and Dave Holstein  Cast: Amy Poehler, Maya Hawke, Kensington Tallman, Liza Lapira, Tony Hale, Lewis Black, Phyllis Smith, Ayo Edebiri, Lilimar, Grace Lu, Sumayyah Nuriddin-Green, Adèle Exarchopoulos, Diane Lane, Kyle MacLachlan, Paul Walter Hauser, Yvette Nicole Brown, Ron Funches, James Austin Jonson, Yong Yea, Steve Purcell, Dave Goetz, Kirk R. Thatcher, Frank Oz, Bobby Moynihan, Paula Poundstone, John Ratzenberger, Paula Pell, Pete Docter, Sarayu Blue, Flea, Kendall Coyne Schofield and June Squibb   Distributor: Walt Disney Studios

Grade: B-

At one point in her so far unsuccessful struggle to save young Riley Andersen (voiced by Kensington Tallman, taking over from Kaitlyn Dias of the 2015 original) from succumbing to crippling inner turmoil, perpetually perky Joy (Amy Poehler), who’s until recently been dominant in the girl’s emotional makeup, asks plaintively, “What am I missing?”  There are a couple of answers to that question, if posed about why “Inside Out 2” fails to measure up to its much-loved predecessor. 

One is obvious: the delicious sense of surprise in the original, which was directed by Pete Docter from a script he wrote with Meg LeFauve and Josh Cooley, can’t be recaptured, especially since the sequel’s screenplay by LeFauve and Dave Holstein echoes that of another recent Pixar offering, 2022’s “Turning Red,” in important respects.  But there’s another: the first film’s charm has been replaced with a more frantic sensibility; at times “Inside Out 2” is simply exhausting.

Though nine years have passed since the first film, Riley, who was eleven in it, is now only thirteen, and bright yellow Joy continues to oversee the girl’s emotional keyboard, accompanied still by blue Sadness (Phyllis Smith), red Anger (Lewis Black), green Disgust (Liza Lapira, replacing Mindy Kaling) and purple Fear (Tony Hale, replacing Bill Hader).  All seems well, with the girl happily showing off on the hockey rink with her BFFs Grace (Grace Lu) and Bree (Sumayyah Nuriddin-Green).  As in the original, the focus shifts between Riley’s outside experiences and her inner emotional sanctum. 

But one night the hitherto silent “Puberty” button on her control console emits a piercing shriek; Riley is suddenly short-tempered and petulant.  She recovers her good mood when her mom and dad (Diane Lane and Kyle MacLachlan) drive her, Grace and Bree for a weekend hockey camp where she hopes that Coach Roberts (Yvette Nicole Brown) will see them as potential starters, even as freshmen, on her fabled high school team, the Fire Hawks.  But her pals’ revelation that they’ll be going to a different school sends her into the dumps. 

By this time Riley’s emotional console has been taken over by a new bunch of controllers, reflective of teen emotions, headed by goofy orange Anxiety (Maya Hawke); her comrades are cyan Envy (Ayo Edebiri), huge pink Embarrassment (Paul Walter Hauser) and indigo Ennui (Adèle Exarchopoulos).  They shove the old emotions aside, saying they’re no longer relevant, and toss Riley’s well-balanced Sense of Self, carefully nurtured by Joy, into her pile of forgotten unhappy memories. 

Now Riley’s dominated by a perpetually nervous drive for success and acceptance, her insecurity marked by a ruthless determination to impress Coach Roberts and a decision to dump Bree and Grace to curry favor with the older teen players, led by amiable, supportive Val Ortiz (Lilimar)—hardly the mean girl one might expect.  When Joy objects to Anxiety’s manipulation in causing Riley to anticipate disasters and react negatively to them, she and her associates are exiled to a vault where Riley’s childhood idols—nutty animated TV dog Bloofy (Ron Funches) and his tool of instruction, fanny-pack Pouchy (James Austin Johnson) have been relegated, along with Lance Slashblade (Yong Yea), the anime hero of a kiddie video game Riley adored, and her mysterious Deep Dark Secret (Steve Purcell).  Anxiety then tosses Riley’s “outgrown” Sense of Self into the pile of forgotten memories.

Joy and her comrades escape with the help of their fellow prisoners, and send Sadness back to the console to undermine Anxiety’s efforts to create a new, negative Sense of Self for Riley while the four others navigate through the Stream of Consciousness to the back of the girl’s mind to locate her old Sense of Self and return it to its proper place.  Ultimately, of course, they succeed, and the solution is in essence a Freudian one: having retrieved the old Sense of Self, they ride an avalanche of forgotten memories back to the console and restore the proper equilibrium Anxiety has upset.  So Riley’s brought back to her old self by the release of her repressed memories, however painful some might be. 

What that means is that she apologizes to Grace and Bree, is accepted by Val and her Fire Hawks teammates—all of whom are supremely well-adjusted, having apparently gotten through, or avoided, the crisis Riley has endured.  That’s one of the areas ignored by the screenplay, along with much notice of physical changes involved in puberty (apart from an annoying pimple that erupts at an inconvenient time)—a topic that “Turning Red” addressed, though indirectly through symbolism.  At least Riley’s new indifference to her parents’ solicitous queries—shown in the first of two scenes added to the final credits crawl (and used in some commercials for the movie)—indicates that she has changed in some typical ways.  (The second added scene, at the very end, shows how trivial childhood fears can be.)

The animation supervised by Dovi Anderson and Evan Bonifacio is superb throughout—rendering Bloofy and Pouchy in old 2D form against the modern CGI backgrounds is a nice touch (Disney also employed the technique in “Wish”)—and one can’t complain about Jason Deamer’s colorful production design, the sharp cinematography by Adam Habib and Jonathan Pytko, the visual effects supervised by Sudeep Rangaswamy, Andrea Datzman’s sprightly score, or Maurissa Horwitz’s editing, which is energetic until those final credits, which seem to go on forever.  And the vocal work is, as one might expect from this cast, exemplary, though the fact that Poehler and Hawke are playing characters notable for their near-constant, manic exuberance explains in large measure the frantic feel of things (Anxiety’s a dervish), and Tallman’s delivery as Riley goes through her hysterical concerns about failure can be a bit much, too.

Still, if the movie overall lacks the enchantment—and the depth—of its predecessor, and can come across as desperate at times, there are plenty of engaging moments along the way.  Smith makes Sadness especially endearing, Embarrassment is hilariously shy, and Jane Squibb has a cute cameo as Nostalgia, an elderly lady shunted off the stage as arriving too early (though of course the very rationale behind a sequel is nostalgia).

Among the other newcomers pride of place must go to Ennui, the very embodiment of apathy, a tall, always slouching figure who knows enough about affect always to pose in cynical profile.  Though underused, he has one of the best bits, introducing Riley to sarcasm when she’s at pivotal point of making a faux pas regarding her musical tastes.  Within the girl’s mind, the result is to cause a literal chasm in the landscape, a joke that will probably pass youngsters by; adults will probably be divided in their reactions—some will smile, others cringe.  The same will apply in other cases, as toward the end, when Joy calms Anxiety with a cup of Anxi Tea. 

But while it doesn’t equal Pixar’s early classics, “Inside Out 2” is a mostly agreeable attempt to build on the 2015 film.  Further installments, however, might not be advisable.