Ten years after the adventures of Stanley Ipkiss in Edge City, Tim Avery (Jamie Kennedy), an aspiring cartoonist, is feeling reluctant to become a father when he has to take care of a baby with amazing abilities. The baby possesses strange and terrific shapeshifting powers that he uses to torture his father. The baby was conceived while his father was wearing the Mask of Loki, a mythological object that transforms the wearer into a manic shapeshifter alter-ego (as it did to Ipkiss in the first film). As bad as a baby with godlike powers might seem, there is also the family dog, Otis, who is trying to use the Mask to do away with his competition for Tim's affection. But the really bad news is that Loki (Alan Cumming) wants his mask back, under command by his father Odin (Bob Hoskins).