UPDATE 2-'Toy Story 3' beats Sandler, Cruise at box office

* "Toy Story" holds at No. 1 with $59 million

* Adam Sandler-led ensemble comedy off to strong start

* Tom Cruise action comedy opens at distant No. 3 (Updates with foreign sales for "Toy Story 3" in paragraph 3, other details)

LOS ANGELES, June 27 (Reuters) - The cartoon heroes of "Toy Story 3" crushed new releases from Adam Sandler and Tom Cruise to lead the North American box office for a second weekend, according to studio estimates issued on Sunday.

"Toy Story 3," from Walt Disney Co's (DIS.N) Pixar Animation unit, sold about $59 million in tickets across the United States and Canada during the three days beginning on Friday.

Woody, Buzz Lightyear and their pals hit $100 million internationally after a $36.1 million weekend in 32 countries representing 35 percent of the foreign market. Mexico has contributed $34 million, Disney said.

The Sandler-led ensemble comedy "Grown Ups" followed with a surprisingly strong $41 million, and Cruise's action comedy "Knight and Day" came in a distant No. 3 with a poor $20.5 million -- though not as bad as some pundits had forecast.

The 10-day haul for "Toy Story 3" rose to $226.6 million, quickly making it the fourth-biggest movie of the year behind "Alice in Wonderland," "Iron Man 2" and "Shrek Forever After," which leadsm it by just $3 million.

"Grown Ups," a $70 million project from Sony Corp's (6758.T)(SNE.N) Columbia Pictures, marks the fourth-best opening of Sandler's consistently strong career.

Sandler and co-stars Kevin James, Chris Rock, David Spade and Rob Schneider -- who play school buddies who reunite for fun times in their middle-aged years -- were ubiquitous on the promotion trail .

"It's the ultimate summer movie," said Rory Bruer, president of worldwide distribution at Columbia.

But critics were less impressed, with the film scoring just a 10 percent favorable rating on the aggregation website Rotten Tomatoes.

Notwithstanding the stars' average age of 45, just over half the audience was under 25, with moviegoers under 18 liking it the most, according to the studio's research data. Women accounted for 53 percent of ticket buyers.

"KNIGHT AND DAY" IS NO "MISSION: IMPOSSIBLE"

Cruise, who turns 48 on Saturday, skews to an older crowd, by contrast. Moviegoers aged 25 and above accounted for 56 percent of the audience for "Knight and Day."

Its $20.5 million opening fell far short of Cruise's last big movies -- 2006's "Mission: Impossible IV" with $48 million and 2005's "War of the Worlds" with $65 million. It was on par with his most recent movie, the 2008 World War Two drama "Valkyrie" that played in fewer theaters.

Cruise plays a secret agent in "Knight and Day," reportedly performing all of his own stunts. It also stars Cameron Diaz, who has not appeared in a $100 million-plus movie since the "Charlie's Angels" sequel squeaked past that mark in 2003. Cruise and Diaz previously co-starred in 2001's "Vanilla Sky."

Critics gave sharply mixed reviews to the $107 million project that got a two-day head start by opening softly on Wednesday through News Corp's (NWSA.O) 20th Century Fox. Its five-day total stands at $27.8 million.

"'Knight and Day' is the movie for smart audiences," said Chris Aronson, Fox's executive vice president of distribution, forecasting the film would enjoy a "long and healthy run" with few rivals on the near-term horizon.

It also earned $12.6 million from 12 international markets, opening at No. 1 in Russia, South Korea and Taiwan, Fox said.

Rounding out the top five were Sony's "The Karate Kid" with $15.4 million and Fox's "The A-Team" with $6 million. Their respective totals rose to $135.6 million and $62.8 million, both after three weekends.

(Reporting by Dean Goodman; Editing by Cynthia Osterman)