The film stars Antonio Banderas, Carla Gugino, Alexa Vega, Daryl Sabara, Ricardo Montalbán, Holland Taylor, Mike Judge, Cheech Marin, and Sylvester Stallone.

One day, he is contacted by President Devlin, the former head of the OSS, who informs him that his sister, Carmen Cortez, is missing, forcing him to return.

Having already lost two of his nine lives, he receives the opportunity to bring in an ally for assistance and chooses his wheelchair-using grandfather Valentin, who shares a personal history with the Toymaker.

Fearing that Valentin might seek revenge and release the Toymaker, Donnagon attempts to prevent the group from reaching Level 5 but fails.

Demetra apologizes to Juni before the Toymaker attacks them with giant robots, intending to keep them trapped in the game forever.

Upon return, it is revealed that Valentin has released the Toymaker into the real world with them; the villain's giant robot army attacks the city.

Juni and Carmen summon their family to help but with too many giant robots to handle, Juni, remembering Gerti Giggles telling him that everyone is his family, calls out for everyone to help; this summons Fegan Floop, Minion, the robot children, Dinky Winks and his son, Romero, Gary Giggles, and Gerti.

The Toymaker, having only wanted Valentin's forgiveness, shuts down his giant robot and joins the rest of the Cortez family and their friends in celebrating.

[8] Spy Kids 3-D: Game Over opened theatrically on July 25, 2003, in 3,344 venues, earning $33,417,739 in its first weekend and ranking first at the North American box office.

[14] Jim Lane of Sacramento News and Review called the 3D scenes "murky and purple like a window smeared with grape jell-o".

Ebert also admitted to showing disdain for the 3D gimmick, saying that the picture quality with the 3D glasses is more murky and washed out than the crisper and more colorful 2D films.

[16] Mick LaSalle of the San Francisco Chronicle noted Carmen's absence for much of the film and criticized the plot's repeated scenes of Juni attempting over and over again to reach Level Five.

[17] Kimberly Jones of the Austin City Chronicle praised the visuals but called the plot twig-thin and stated that the parents' near absence in the story makes Rodriguez's continuing theme of family ties seem much less resonant than in the other films.

[18] For his performance as The Toymaker, Sylvester Stallone earned a Golden Raspberry Award for Worst Supporting Actor at John J.