Gregorio and Ingrid Cortez are
spies with two children, Carmen and Juni, whom they shield from their lives to protect them from inherent danger. They work for the Organization of Super Spies (OSS) doing office consultant work, but are suddenly called back to active field work to find missing agents. Gregorio suspects children's television host Fegan Floop has kidnapped them, mutating them into his "Fooglies" – creatures on his show, a program that Juni avidly watches. The children are left in the care of their uncle, Felix Gumm. Gregorio and Ingrid are captured by Floop's "Thumb-Thumbs" (robots whose arms, legs, and heads resemble oversized thumbs) and taken to his castle. Felix is alerted to the parents' capture, activates the
fail-safe, and tells the children the truth about their parents, and that he is
not their uncle, but an agent sent to watch over them. The house is attacked by
Ninja Thumb-Thumbs, and Felix is captured while the children escape alone via a miniature submarine set to autopilot to a safe house. At the safe house, the children accept that their parents were spies and decide to rescue them. Inside Floop's castle, he introduces his latest creation, small child-shaped robots, to Mr. Lisp. They plan to replace the world leaders' children with these super-strong robots to control the world, but since the androids have no
artificial intelligence yet, they are unable to function outside their regular programming. Lisp is furious, demanding usable androids. Floop, with his second-in-command Alexander Minion, interrogates Gregorio and Ingrid about 'The Third Brain'. Ingrid knows nothing of it, while Gregorio claims he had destroyed the brain years ago. After Floop leaves, Gregorio reveals to Ingrid that the Third Brain was a secret OSS project he had worked on: an AI brain with all the skills of the entire OSS. The project was scrapped for being too dangerous, and many scientists demolished the brains that they were working on, but Gregorio refused to destroy the final prototype. At the safe house, Carmen and Juni are visited by OSS agent Ms. Gradenko. Giving Carmen a bracelet as a sign of trust, she asks about the Third Brain, but Carmen is confused. Gradenko orders the house to be dismantled, and the siblings realize Gradenko is a traitor when they see ninja Thumb-Thumbs destroying the escape submarine. With Gradenko's intentions revealed, Juni accidentally exposes the Third Brain, and a chase ensues. Carmen gets the brain, and she and Juni escape. She realizes too late that the bracelet from Gradenko has a tracking device, and she and Juni are attacked by their robot counterparts, who steal the Third Brain and fly away. Meanwhile, back at the castle, Gregorio tells Ingrid that Minion used to work for the OSS, but was fired after he reported him tampering with the Third Brain project. With it, Floop can achieve his goal, but he wishes to continue his children's TV show. Minion has different plans and takes over, locking Floop inside his "virtual room", the chamber where he films his television series. Carmen and Juni receive reluctant help from Gregorio's estranged brother
Isador "Machete" Cortez when they show up at his spy shop. He refuses to accompany them, so they steal some gear and take his spy jet to fly to Floop's castle. After a few mishaps, Carmen and Juni eject themselves from the plane before it crashes into the castle, and they enter via the underwater entrance. While the children infiltrate the castle, Juni rescues Floop, who helps him and Carmen release their parents. Together, they trap Minion in Floop's Fooglies machine, mutating him into a Fooglie. Confronting Lisp and Gradenko, the family is beset by all 500 robot children. Suddenly, Machete busts through the window, reconciling with Gregorio and joining the family to fight. However, at the last moment, Floop reprograms the robots to change sides. The 500 superhuman robots quickly overpower Minion, Lisp, and Gradenko. With advice from Juni, Floop introduces the robot versions of Carmen and Juni on his show. At home, some time later, the family's breakfast is interrupted by Devlin, the head of the OSS, with a mission for Carmen and Juni. The children tell him they will only accept if all the Cortezes can work on the mission together as a family. == Cast ==