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My expectations were low for Disney/Pixar’s “Cars 2.” The first film in the franchise, which was released in 2006, was my least favorite in the Pixar canon for it lacked the narrative magic that made the animation studio great.

Five years later, we are being treated to the sequel as Pixar celebrates its 25th anniversary. The studio should have chosen a different film to coincide with their twenty five years of excellence. “Cars 2,” the 12th Pixar film to be released, is a sequel that’s custom-built for grown-ups that will leave kids in the dust.

In the screening that I attended for “Cars 2,” you could hear adults snorting with laughter but nary a word nor a guffaw from the little ones. Some of them were crying, perhaps out of boredom, but their parents were too busy being entertained by Mater (Larry the Cable Guy).

The country bumpkin tow truck is now the driving force of the franchise while Lightning McQueen (Owen Wilson) takes a back seat. “Cars 2” tells the story of how Mater transforms from a simpleton to the “smartest, most honest” super spy.

Mater gets entangled in international espionage as his best friend, Lightning McQueen, tries to win the first-ever World Grand Prix, a race to determine the world’s fastest car. He is torn between helping Lightning win the high-profile race or joining a top-secret mission orchestrated by master British spy Finn McMissile (voiced by Michael Caine) and the rookie field spy Holley Shiftwell (voiced by Emily Mortimer).

There’s a confusing subplot about Allinol, the alternative fuel created by a former oil baron, Sir Miles Axlerod (voiced by Eddie Izzard). After selling off his oil fortune, Axlerod converted himself into an electric vehicle and has devoted his life to finding clean-burning energy. He created the World Grand Prix to show off his new wonder fuel, Allinol.

As expected, there are many eye-popping race scenes to captivate your 3D-imprisoned eyes. There are race scenes above water, in parking structures, in the desert, and above air. Their amazing race spans the globe as the characters dash through Japan, France, Italy, and Great Britain.

But “Cars 2” will not race towards your heart.

The problem with the sequel is it has too much brain but not enough heart. At least “Cars” had the luck of featuring Paul Newman and his tortured soul character, Doc Hudson. In the sequel, the filmmakers paid homage to Newman by renaming the Piston Cup after his character. It’s now known as the Hudson Hornet Piston Cup.

Pixar has always been a master at giving us aw moments, at tugging at our heartstrings. But sadly, “Cars 2” does not have any of those scenes. Oh sure, director John Lasseter and company tried to repeat the same formula they used in “Cars,” exploiting the uneven friendship between Mater and Lightning, but it’s not weighty enough.

Lasseter, who also directed the first “Cars” and who is responsible for giving us some of the best Pixar films such as the first two “Toy Story” flicks, returned to helm with a brand new scriptwriter, Ben Queen. Perhaps the scribe, a Pixar newbie, was hired because he created the illegal cross-country road race TV show, “Drive.”

But great race scenes do not make great movies. Sure, I was mesmerized by the sequel’s creativity and the filmmakers’ attention to detail. I love the eye-popping vista in the Japan scenes, and the joie de vivre palette reflected in the France sequences.

It’s also fun to observe that cars, when going through airport security, also take off their shoes, well, their tires. “Cars 2” is full of observant humor that bodes well for adults. The kids, on the other hand, laughed out louder in the opening short film that features the “Toy Story” characters giving Ken and Barbie their own Hawaiian vacation.

But then there are also some failed comedic bits like a scene involving Wasabi that audiences did not get, or Mater equating being a spy agent to being an insurance agent and singing, “Like a good agent Mater is here.” Are you laughing?

In the end, the hit-and-miss story does not match the film's dazzling creativity. But while "Cars 2" may not hit on all cylinders, you can still take it for a test drive. Did I enjoy the movie at least? Well, I'm an adult so I revved it up.

RATING: "CARS 2" GETS 3 KISSES