With 5.5 hours at YYZ, I'd definitely consider at least going out and getting a proper meal. There are plenty of restaurants nearby that arer much better options than anything at the airport. I'd say imverge has the right idea though. See how things go, and if you get through Canadian customs and have lots of time left over, go do something. I assume you're connecting on AC, but if your connection is on US, you'll have to change terminals anyway and might as well take a run for freedom while you've got the chance

I doubt most boys at 14 and 12 would be interested in shopping, but Sherway Gardens and Square One are both relatively near to the airport and are quite good (Sherway for quality, Square One for size). Both have decent sized food courts.

One idea worth considering would be Playdium at Square One. It has lots to keep your boys entertained: arcade games, air hockey, mini golf, go carts, etc.

Err... I'll agree Cloverdale was a dive last time I was there (didn't they tear a bunch of it down not too long ago though? And I think the Zellers there is supposed to be some 'new concept' store.) But Sherway is my favourite mall in the west end (Abercrombie & Fitch and Hollister chose there to launch in Canada. It's also got Holt Renfrew, Lacoste and a decent selection of other stores). Woodbine isn't fantastic as a shopping destination, but the small amusement park bit would be of interest to smaller children.