The end of the world ran a close second to a cartoon ogre at the Memorial Day weekend box office.

"Shrek 2" (search) retained the top spot with $92.2 million over the long weekend, fending off the global-catastrophe tale "The Day After Tomorrow," which debuted with $86 million, according to studio estimates Monday.

The two movies led Hollywood to a record Memorial Day weekend haul. The top 12 movies alone took in $233.5 million, easily topping the previous best of $202 million for all movies over Memorial Day weekend last year.

If the numbers for "Shrek 2" hold up when final figures are released Tuesday, the movie would have the best Memorial Day weekend gross ever, beating the $90.2 million take for "The Lost World: Jurassic Park" (search) in 1997.

In its second weekend, "Shrek 2" pushed its total to $257 million since opening May 19. The sequel should pass the $267.7 million domestic total for the first "Shrek" by Wednesday or Thursday, said Jim Tharp, head of distribution for DreamWorks, which released both animated hits.

"Shrek 2" will pass $300 million, but Tharp would not predict if it had a shot at beating the $340 million total for "Finding Nemo," the box-office champ among animated movies.

"We think we'll be well over $300 million. We just don't know how far over yet," Tharp said. "Shrek 2" faces stiff competition for the family crowd this coming weekend from the debut of "Harry Potter and the Prisoner of Azkaban," (search) Tharp said.

20th Century Fox, the studio behind "The Day After Tomorrow," was happy to come in second to "Shrek 2," said head of distribution Bruce Snyder.

"It's amazing how the marketplace expanded to embrace `Day After Tomorrow' with `Shrek' already taking up so much business," Snyder said.

"The Day After Tomorrow" features Dennis Quaid as a scientist trying to prevent the end of the world when global warming unleashes climatological disaster. The movie's dazzling visual effects including tidal waves flooding Manhattan and a deep freeze in Britain.

"This puts to bed any notion that audiences can't handle doomsday scenarios or end-of-the-world-type films post-Sept. 11," said Paul Dergarabedian, president of box-office tracker Exhibitor Relations. "People love to see things they could not deal with in real life. They love to see the world annihilated. It's a vicarious thrill."

"Shrek 2" and "The Day After Tomorrow" accounted for 76 percent of revenues among the top 12 movies, choking off business for two other new flicks.

Kate Hudson's comedy "Raising Helen," about a career woman who becomes reluctant ward to her dead sister's three children, debuted at No. 4 with $14 million, coming in behind "Troy," which took third with $15 million.

"Soul Plane," (search) about a funky airline, opened in fifth-place with $7 million.

In limited release, Jena Malone and Mandy Moore's satiric "Saved!", about a teenager at a Christian school ostracized when she becomes pregnant, opened strongly with $440,000 at 20 theaters.

Mario Van Peebles' "Baadasssss!", in which he stars as his father, Melvin, on his quest to make the seminal black-power flick "Sweet Sweetback's Baadasssss Song," had a modest debut of $57,929 in 13 theaters.

Estimated ticket sales for Friday through Monday at North American theaters, according to Exhibitor Relations Co. Inc. Final figures will be released Tuesday.

1. "Shrek 2," $92.2 million.

2. "The Day After Tomorrow," $86 million.

3. "Troy," $15 million.

4. "Raising Helen," $14 million.

5. "Soul Plane," $7 million.

6. "Mean Girls," $6.3 million.

7. "Van Helsing," $6.2 million.

8. "Man on Fire," $2.4 million.

9. "13 Going on 30," $1.4 million.

10. "Super Size Me," $1.35 million.