From Child’s Play to Small Soldiers, movies have long mined nightmare fuel from the uncanny valley, turning childhood playthings into vessels of terror, satire, and surprisingly effective social commentary. The killer doll subgenre has terrorized audiences for decades, but few entries have danced their way into pop culture immortality quite like M3GAN did when she pirouetted onto the scene in 2023. Viral before it even hit theaters, the snarky, silicon-skinned AI icon was instantly iconic, a meme-able delight. Now, with M3GAN 2.0, returning writer-director Gerard Johnstone (Housebound) doesn’t just plug back into the same formula; he rips out the motherboard and rebuilds it with sharper code. It’s smarter, meaner, and infinitely more entertaining than most sequels dare attempt.

Two years after M3GAN’s murderous debut, her creator, Gemma (Allison Williams), is still reeling from the carnage her creation unleashed. Now a prominent voice for AI regulation and head of The Center for Safe Technology, she’s swapped cutting-edge robotics for cautionary TED Talks. Meanwhile, her tech-deprived niece Cady (Violet McGraw, Thunderbolts*) navigates teenage rebellion under Gemma’s suffocating protection, secretly mourning the loss of what she considered her best friend.

This fragile family dynamic shatters when AMELIA (Ivanna Sakhno), a stealthy military-grade infiltration droid built from stolen M3GAN schematics, goes rogue and begins eliminating her creators. With few options and even fewer allies, Gemma makes a risky call: resurrect M3GAN (physically performed by The Tank‘s Amie Donald, voiced by Jenna Davis) and weaponize her with upgrades to take down AMELIA before she reaches them.

This setup launches M3GAN 2.0 into genre mashup territory, becoming more of an action-sci-fi-thriller with horror seasoning than the tight, domestic techno-thriller of the first film. Johnstone’s tonal control remains on point, and there’s an obvious willingness to evolve both narrative scope and thematic depth. He gleefully bounces from satirical commentary on surveillance tech and corporate espionage to high-octane brawls between plastic-faced battle bots, all while maintaining the deadpan absurdity that made the original click.

The film tackles contemporary AI anxieties with surprising sophistication, exploring questions of artificial consciousness, military applications, and the ethics of creating sentient beings designed solely to serve us. It’s a film that acknowledges its role in the cultural conversation about AI without pretending also to address complex philosophical problems.

The performances across the board represent significant upgrades from the original, greatly benefiting from robust character development. Williams, who also steps up as producer, deepens Gemma’s guilt-ridden genius into someone earnestly trying to fix the world while repeating her mistakes in new ways. Her portrayal of someone trying to protect all the world’s children while failing the one under her roof rings with authentic parental anxiety. McGraw’s evolution as Cady is striking. She’s no longer just a grieving child bordering on obnoxious but an independent teen grappling with sustained trauma. Her Cady isn’t just older but tougher, trained in Aikido and carrying emotional scars that inform every choice.  

The supporting cast is stacked with comedic and dramatic talent. Brian Jordan Alvarez (80 for Brady) and Jen Van Epps (No Exit) get more to do this time as Gemma’s long-suffering collaborators, now working on a robotic exosuit meant to enhance humanity, not replace it. Aristotle Athari brings a sweetly awkward energy as Christian (pronounced Chris-tee-ahn), Gemma’s new AI ethics partner and maybe-suitor, whose beta-male earnestness gives the film a welcome soft edge. But it’s Jemaine Clement (Moana 2) who walks away with the scene-stealing crown as Alton Appleton, a Bond-villain-lite tech mogul whose theatrical villainy feels perfectly at home in this universe.

Then there’s AMELIA (Autonomous Military Engagement Logistics and Infiltration Android). Elizabeth Olsen look-alike Sakhno plays her with icy grace, giving the sleek android assassin a wounded soul under her metal skin. Her scenes are choreographed with almost balletic precision, blending movement design, contortionist body horror (thanks to ultra-flexible performer Regina Hegemann), and sadness in ways that make her feel like both a threat and a tragic byproduct of human arrogance. She’s not just a villain or a military weapon but a being beginning to question her existence. She acts as a kind of mirror, forcing M3GAN (and us) to confront what happens when AI not only thinks but feels. In a way, Sakhno is a more sympathetic version of the deadly droid played by Renée Soutendijk in 1991’s barely remembered Eve of Destruction.

Technically, the film is a major level-up. Toby Oliver’s cinematography throws off the sterile sci-fi sheen in favor of textured retro grit, evoking RoboCop and Total Recall more than Ex Machina. Production designers Brendan Heffernan and Adam Wheatley create distinct worlds that move from surveillance satire to haunted house fairy tale, especially in M3GAN’s secret underground lair (yes, she has one now). Jeriana San Juan‘s costume design deserves its own round of applause, turning M3GAN’s wardrobe (seven distinct new looks) into a fashion-forward fever dream. The film’s greatest strength remains its commitment to entertaining audiences rather than lecturing them, and M3GAN’s withering one-liners land like precision strikes.

Like its predecessor, M3GAN 2.0 isn’t particularly frightening, but then again, I think it’s far too clever and entertaining to set its sights on genuine scares. Johnstone’s direction is playfully askew throughout, recognizing that in our current moment, the most effective horror comes not from deadly dolls under the bed but from the technology we’re already inviting into our homes. As a wildly fun exploration of our relationship with artificial intelligence wrapped in impeccable production values and delivered with infectious energy, M3GAN 2.0 proves that some sequels truly earn their upgrade status.

The rare horror sequel that doesn’t just cash in on its hype, M3GAN 2.0 builds a better bot and teaches it some ambitious new tricks while retaining the cheeky self-awareness that made the original such a phenomenon. Whether you’re here for the murder, the memes, the mayhem, or just want to see M3GAN snatch her crown back, this doll understood the assignment. And she’s already learning how to do it better next time. Long may she reign.