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Film / Son of the Mask

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The next generation of mischief...

Son of the Mask is the 2005 sequel to the 1994 Jim Carrey fantasy comedy The Mask, which was itself based on the Dark Horse Comics series of the same name about a magical green mask that gives strange, almost unlimited powers to anybody who wears it, but also causes them to lose all their inhibitions and self-control. The violent tone of the comics was toned down in the first film adaptation to suit Carrey's comedy stylings, so fans clamoring for a more loyal adaptation were displeased even more when Son of the Mask reduced the style further, to the point of making it (supposedly) family-oriented.

The plot concerns failed cartoonist Tim Avery (Jamie Kennedy), who is afraid of conceiving a child with his wife Tonya (Traylor Howard) because he believes his kid would be ashamed of him and his dead-end job. But then, he gets a hold of the Mask, which works its usual magic, transforming him into the green-faced cartoony maverick that not only becomes the toast of the company party, but also impregnates his wife without his consent. (Not rape, mind you!)


Nine months later, out pops young Alvey Avery, the titular son of the Mask, who's sometimes cute, but mostly an insufferable sadist and smack dab in the middle of the Uncanny Valley. When Tonya leaves town for business, Tim is left taking care of him, and Alvey proceeds to drive his dad totally insane with his bizarre abilities - which he does not need the Mask to use. Joining the battle royale is the family dog, Otis, who wears the Mask and uses its powers to try to kill Alvey because he doesn't want to compete for Tim's attention.

But that's not the end of it! The Norse god of mischief and original creator of the Mask, Loki himself (Alan Cumming) is making the rounds, trying to find the Mask to take it back to Valhalla because it's caused too much trouble in the human world, under the instruction of his dad, Odin the All-Father (Bob Hoskins). The movie's climax features a Mask'd Tim and Loki duking it out over possession of both the Mask and the Son it has spawned.



  • Abnormal Limb Rotation Range: Alvey does this when Tim mentions The Exorcist.
  • An Aesop: About the importance of getting along with your family, delivered by Tim.
  • Alternate Continuity: This movie flat out ignores the cartoon series which was made as a direct follow-up and sequel to the first movie.
  • Amazing Technicolor Battlefield: Loki's boxing ring at the film's climax.
  • Alternative Foreign Theme Song: The Japanese theme for the film is "Mask" by Tackey & Tsubasa.
  • Amusing Injuries
  • Animals Lack Attributes: Otis the dog is partly played by a real dog and partly by horrifying animation. When the dog is real, it obviously has the equipment you would expect but as soon as it puts on the mask and becomes animated the downstairs department is noticeably lacking. This could have been handwaved as being an effect of the mask itself, had it not been for the fact that the whole premise of the movie is that a human male impregnates his wife whilst wearing the mask, not to mention the original movie had Milo, Stanley's dog, also wearing the mask and peeing on one of the thugs. With a visible penis.
  • Artistic License – Geography: OK, so, Fringe City is located 270 miles southwest of Edge City. Stanley Ipkiss tossed the Mask into the ocean ten years previously. At the start of the movie, it's floating upriver near Tim's home. So, to recap: not only did the Mask float the wrong way up the river, it also took ten years to travel 270 miles. And it's going at about five miles per hour.
  • Artistic License – Religion: Loki was Odin's friend and blood brother, not his son.
    • Not to mention that they were from two different worlds: Odin from Asgard, Loki from Utgard/Jotunheim.
  • Badass Longcoat: Loki has one.
  • Becoming the Mask: Tim and Otis.note 
  • Bookends: Tim's performance of "Can't Take My Eyes Off of You" starts with "This is the part where you dance, this is the part where you boogie!" and ends with those phrases in reverse order.
  • Call-Back: The fetus of Alvey was singing Cuban Pete just like the Mask in the original film.
  • The Cameo: Ben Stein reprises his role as Prof. Arthur Newman.
  • Children Raise You: "You made me grow up."
  • City of Adventure: Fringe City, 270 miles southwest of Edge City.
  • Continuity Snarl: When Otis puts on the mask, he's able to stay masked-up even during daylight hours, when the first movie demonstrated that the mask's powers only activated at night.
  • Contrasting Sequel Antagonist: Well, stand-alone sequel to put it techincally, but Loki serves as this to Dorian. Dorian was a regular human being while Loki is a God. Dorian's actions stemmed from greed and power and is proven to be more heartless while Loki's actions stemmed from father issues and is shown to be more redeemable.
  • Cool Car: Tim's car at the end is possibly the only cool thing in this movie.
    • Don't forget Loki's black and green '66 Ford Mustang Coupe. That was a pretty nice car.
  • Deadpan Snarker: Loki is frequently bitter and sarcastic, especially toward his father, Odin.
    • "I'm a god of friggin' mischief. What did you expect?"
    • "You always set me up to fail. At least in that respect, I'm living up to your expectations."
  • Denser and Wackier: The film takes this to such an unprecedented degree that it's almost fatal.
  • Deranged Animation: While it is done in CGI, Alvey and the dog when donning the mask are animated in a psychotic way, qualifying them for this trope.
  • Did You Just Flip Off Cthulhu?: Tim walks up to Odin, the king of Norse gods and says "Hold on a minute, Grizzly Adams!"
  • Disney Dog Fight: A part of the film's climax is Alvey choosing whether he wants to live with Tim or Loki.
  • Dolled-Up Installment: The film is based on the script "Baby Formula" by Lance Khazei.
  • Dull Surprise: Played for Laughs when Loki throws a mask at Dr. Newman, who doesn't even flinch after it bounces off his head, he just says "Ow." Even when his face is taken off, he barely reacts at all.
  • Earn Your Happy Ending: Tim ultimately becomes a cartoonist, but he has to go through a lot of crap to make it happen. Odin also finally allows Loki to return to Valhalla after Tim gives the mask back.
  • Enfante Terrible: Pretty much poked fun at throughout the entire film, as Alvey isn't an evil baby, but he's just feels that his own father doesn't care about him, so he attempts to drive him insane, literally.
  • Everytown, America: Fringe City.
  • Evil Old Folks: Odin is Chief of the Norse Gods, and is Supreme Ruler of Midgard & Valhalla.
    • "LOKI!"
    • Although he's not really evil, he just wants to stop the trouble caused by the mask.
  • Evil Plan: Averted; there is no single villainous plan driving the plot. There are, however, a number of smaller ones.
  • Family-Unfriendly Violence: Alvey and Otis' battle royale.
  • Fanservice: Five words: Alan Cumming in a speedo.
  • Forcibly Formed Physique: Happens to Otis after falling victim to his own trap, he is pulled through an air conditioning vent causing him to take the shape of a cube.
  • Genre Roulette: "Can't Take My Eyes Off You" manages to switch between rap, two styles of country, pop, and disco. The extended version also has a heavy metal section.
  • Goth: Loki.
  • Groin Attack: Loki gets bitten in the junk by Otis.
    • Tim gets headbutted in the nuts by his neighbor's rowdy kid while visiting them with his wife.
  • Hoist by His Own Petard: Happens to Otis several times any time he tries to murder Alvey.
  • Humanoid Abomination: Alvey. He doesn't need to wear any sort of Mask to have all the powers that normally go with it.
  • Inelegant Blubbering: Loki does this briefly, after Alvey chooses to go with Tim and Tonya instead of staying with him. When the camera pulls away a moment later, he's standing in a puddle of tears.
  • Jealous Pet: Otis didn't like Alvey Avery at first, since his original "dog house" became Alvey's room.
  • Jerkass: Alvey and Loki (and Odin, to a degree).
  • Lamarck Was Right: The premise of the movie is that because Tim was wearing the mask when he had sex with Tonya, Alvey inherited all the powers of a mask wearer without needing to wear one himself.
  • Large Ham: Alan Cumming's performance as Loki was one of the very few good things people had to say about the film.
  • Lawyer-Friendly Cameo: The baby transforms into Woody Woodpecker for a couple of seconds at one point, for some reason.
  • Lighter and Softer: Even more so than the first movie, which was this compared to the comic it was based on.
  • Look Behind You: Loki manages to distract Odin, who possessed a police officer and trying to stop him from killing Tim at the time, by exclaiming that there's Balder.
    Loki: Look, Dad, there's Balder!
  • Made in Country X: The Exotic Fake Mask with words engraved: "Made In Pakistan".
  • Manchild: Tim's opening scene has him playing Mario Kart: Super Circuit on a Game Boy Advance SP while his wife tries to talk to him... which wouldn't be so bad if he wasn't making ridiculous faces, gyrating around and clutching it with all the grace of a monkey trying to figure out how to open a tin of beans.
  • Mandatory Motherhood: Tim didn't want a child, but the Mask took over his body and impregnated his wife.
  • Mask of Power
  • Ms. Fanservice: A bespectacled woman wears a slinky black kitty-cat costume to the office Halloween party, to which the professional and monogamous Tim as the mask does a wild take on her. In order to bring her out of her shell, Tim wraps the woman up like a mummy, spins her into a tornado, thereby unraveling her, ultimately changing her costume into a red swimsuit. You know... typical office flirting.
    • Tim's best friend, Jorge (Kal Penn) catches the woman as she falls, following up on a romance that was only barely briefed on before.
  • Mythology Gag:
    • When Tim's boss, Daniel Moss (Steven Wright), approaches him with concepts for different cartoons, he first comes up with the idea to base it on the Mask "character" he's been hearing so much about lately, since he sees so much potential in it, even eventually making it into a movie and turning it into a franchise. Instead, that concept gets tossed aside at the end of the movie for a cartoon about a baby and a dog competing for their father's affection, based on Alvey and Otis' lethal cat-and-mouse experiences.
    • Mask-Tim performs Frankie Valli's "Can't Take my Eyes off You", which happened in the comics when an aspiring rock musician tried to use the mask as a quick-and-easy way to become a rock star.
  • Oh, Crap!: When Tim tries to get Alvey to say mama, it works and it's cute like when most babies do it, but when he tries to get him to say dada...
    Tim: Say dada.
    Alvey: [Overly masculine voice.] Mother.
  • Pac-Man Fever: Tim is seen playing Mario Kart: Super Circuit on his Game Boy Advance SP... but random stock beeping sounds come out of his GBA, and he's holding it right to his face with his fingers pressing down on top of the buttons like an old arcade tabletop, and the world's most gormless facial expression.
  • Pin-Pulling Teeth: Loki does this... with a little tongue too.
  • Plot Hole: Several, how did they get the Mask back?
    • Stanley Ipkiss threw the mask into the river, and Milo and Charlie both jumped in to get it, and Milo is seen swimming away with it at the end. Alternatively, the sequel shows Otis finding the mask in another river.
    • It was stated in the first movie that the mask only works at night, but Otis was able to use the mask's power in the day without any explanation given.
  • Questionable Consent: Tim has sex with Tanya while under the Mask's influence, which she didn't realize (he crawled into bed in the dark). It's quite likely she wouldn't have if his appearance was clear to her. This leads to the conception of her son too, and so there's the implication that he may be a Child by Rape.
  • Roger Rabbit Effect: Mask'd Otis is all CGI.
    • A more traditional example would be Alvin's vision of seeing his father landed in a psychiatric hospital due to nobody believing the fact that he was being tormented by his mask power-endowed one-year-old son, which has the surrounding environment (albeit crudely) traditionally animated, with a live-action Tim interacting with the storybook-esque environment. Don't worry, it makes just as much sense reading it as it does watching the scene itself.
  • Sadly Mythtaken: Odin and Loki are not father and son in Norse Mythology, they are bond brothers. It's such a huge mistake that either the writers just didn't care or their only familiarity with Norse mythology was from Marvel's version. They're second cousins at most. And Loki would not have fooled Odin by telling him Balder was coming back because Balder is dead... because Loki killed him (indirectly, but still).
    • Threatening people with lightning was more Thor's schtick; Odin was a God of Magic. True, that's all-encompassing, but you could try.
  • Shout-Out: Tons and tons of 'em.
    • Tim Avery's name is an homage to cartoonist Tex Avery.
    • Tim's dog is named Otis, an homage to Milo And Otis due to Stanley's dog being named Milo.
    • Alvey transforms into Woody Woodpecker at one point in the movie, and is seen watching several famous cartoons, including the Chuck Jones short One Froggy Evening, The Flintstones, and Transformers.note 
    • Alvey's head spins all the way around, like in The Exorcist when he says that he'll take Alvey to an exorcist.
    • While still in the womb, Alvey performs the Cuban Pete song.
    • The fights between Alvey and Otis are very reminiscent of the old Wile E. Coyote / Road Runner cartoons, down to Otis sketching his plans on a blueprint exactly like the ones Wile E. used.
    • While wearing the Mask, Tim does impressions of Mel Gibson ("Gimme back my son!"), Ozzy Osbourne (in a deleted scene), some kind of Neil Diamond / Tom Jones lounge singer hybrid, Al Pacino in Scarface ("Say hello to my little friend!"), not to mention of Jim Carrey himself ("Ssssmokin! ...causes cancer!")
    • "And then Loki said, let there be a brick wall..."
    • Believe it or not, the "Can't Take My Eyes Off of You" sequence was taken right from one of the Mask miniseries, one of the few things they did take.
  • Sibling Rivalry: Loki's jealousy over his brother Thor.
  • Slapstick: Probably the purest example of this trope at its very worst.
  • Squashed Flat: Otis is wrung flat (while wearing the mask, of course) after one of his plans to kill Alvey goes wrong.
  • Suspiciously Similar Substitute: Like Stanley from the first movie, Tim is a Manchild who feels underappreciated in his job with an attractive blonde woman as his significant other and a brown and white Jack Russel Terrier. Otis, Tim's dog, even ends up wearing the Mask just like Milo did in the first movie.
  • Toilet Humor: If vomit and pee jokes float your boat, SotM is for you.
  • Unsympathetic Comedy Protagonist: Alvey, though Tim and Otis also count.
  • Victimized Bystander: Pretty much everyone that happens to be in Loki's way as he tries to find the mask. During the film he rips the face off a man in the museum, traumatizes a nurse by transforming into a copy of her, transforms a neighbor's head into a giant nose, sucks up a woman in a giant vacuum cleaner and attaches a plunger to a man's face so tightly that the skin stretches out when he tries to pull it off. None of these characters are ever shown again.
  • "Well Done, Son!" Guy: Loki, although he hates his dad.
  • Wild Take: Tim, Otis, and Loki, at different points.
  • You Have GOT to Be Kidding Me!: When Tim first sees Otis wearing the mask, his only reaction is this...right before he faints.