Part of the reason certain fairy tales have endured so long is that they resonate, touching something primal in listeners. The stories of Cinderella, Little Red Riding Hood, Hansel and Gretel, Rapunzel, and the like get updated for each new generation, by storytellers who add their own details. Even the Grimm brothers altered the folk tales they collected by weaving in misogyny, and their additions endured when later generations, from the Victorians to Walt Disney, editorialized by taking the sex and the agony out of the equation. Given how often and how profoundly these stories have mutated over the centuries, there’s no particular problem with the idea of Disney making a live-action film to retell its Sleeping Beauty story, revising the familiar tale for a new era, and giving its patrician sorceress villain Maleficent a backstory, a motive, and a redemption arc.

But there’s no great need for it, either. It’s hard to watch Disney’s new Maleficent without simultaneously seeing it as a ripoff of Wicked and as another list-item for Patton Oswalt’s hilarious Werewolves And Lollipops rant about how the Star Wars prequels didn’t improve Darth Vader or Boba Fett by flashing back to when they were bereaved children with all their bad-assery stripped away. “I don’t give a shit where the stuff I love comes from,” Oswalt says in the bit, which concludes with him sarcastically illustrating his point by offering Jon Voight’s testicles to people who are attracted to Voight’s daughter Angelina Jolie: “Here’s… the pink, glistening ballsack she swam out of. Now jerk off to that.”

That comedy routine seems triply relevant to Maleficent, given that the film stars Angelina Jolie (though not Jon Voight’s gonads), that it also leaps back in time to the point where its iconic film villain was a grieving orphan child, and that it also doesn’t improve on that original icon. In Disney’s 1959 animated classic Sleeping Beauty, Maleficent is an enjoyably malevolent monster, made even more unassailable by the mystery of who she is and why she’s so powerful and confident. She’s an avatar of towering evil; explaining and justifying her actually diminishes her, and turning her into a wounded, spurned lover doesn’t actually make her more interesting. In fact, she’s only interesting because she was so well established in the past; the new film winds up stealing from Sleeping Beauty’s legacy, rather than bolstering it.

Maleficent opens with a thick dose of storybook narration, laying out the basics: a human kingdom and a fairy kingdom sit side by side, and their inhabitants stick to their own sides of the border, until an ambitious orphan named Stefan crosses into the magical Moors and befriends a winged, horned fairy girl named Maleficent. (Unlike the Wicked Witch of the West in Wicked, Maleficent didn’t pick up her nom de evil late in life; her mysteriously departed parents actually named an infant that. What were they expecting her to become?) But as an adult, Stefan (District 9 and Elysium’s Sharlto Copley) sees a chance to seize his country’s kingship by betraying his trusting friend. Exactly like the huntsman in Snow White, he’s sentimental enough to hold back from murdering his victim outright, but he goes home with a bloody trophy. Unlike Snow White, however, Maleficent has enough power to take vengeance, and she curses Stefan’s newborn princess, Aurora, to prick her finger on a spinning-wheel spindle and fall into eternal sleep before her 16th birthday.

The conflict between Stefan and Maleficent is one of the story’s two cores, but it gets short shrift. Copley plays Stefan first as a pained young man in conflict with his own ambition, then as an obsessive madman, but it’s never clear who he is beyond those broad strokes—particularly whether his madness comes from love of his daughter (later events suggest not), or fear for himself, or guilt. His character outlines are even vaguer than Maleficent’s were in the first film, and by the end, it’s easy to imagine Disney planning yet another prequel to fill in his many blanks. The story’s other core, the relationship between Maleficent and the growing Aurora, plays out more languidly, though along familiar lines—by the end, much too familiar. (See the Reveal at the bottom of the page for more.)

Maleficent is at its best when it stays iconic. The script by Linda Woolverton (a Disney vet who wrote 2010’s Alice In Wonderland remake) lands some clunky lines, but it’s often daring enough to drop the dialogue, and just let the characters communicate with their faces. In particular, when Maleficent decides to be her country’s tyrant instead of its protector, events play out wordlessly, giving them a sense of solemnity rather than shrieking villainy. Jolie doesn’t act so much as she serves as coldly gorgeous furniture, but the film gets immense mileage from her regally amused, insinuating glances.

And when the film focuses solely on her, it looks marvelous. First-time director Robert Stromberg was the production designer on Oz The Great And Powerful, 2010’s Alice In Wonderland, and Avatar—all films with a garishly verdant, artificial world-of-wonder gloss. Maleficent follows closely in their visual footsteps, to the degree that its glowing CGI Moors, packed with flitting fairies and Brian Froud-esque creations, should just be called The Uncanny Valley. Throw in the battle between tree-monsters and humans (which might as well be ents and orcs), and it looks like every fantasy film since the first Lord Of The Rings, but with the color-saturation knobs cranked way up. In its worst moments, as when teenage Aurora (Elle Fanning) first meets teenage Prince Phillip (Brenton Thwaites), nothing about the film looks convincing—the costumes, makeup, hair, setting, and lighting are all one big plastic package. But when the camera finds Jolie in repose, in her demonic horns and fetish-model makeup—that’s when the film finds its primal fairy-tale place, by making her strikingly beautiful, and alien, yet familiar. The wholly created environments fall flat even in the minimally engaged 3-D, but Jolie’s physical settings and costumes make nightmares seem like a real place.

Maleficent is out of balance in all sorts of ways. The effective silent sequences conflict with the frustratingly talky ones. The new material fits poorly with moments that directly quote the classic. Aurora’s three color-coded fairy godmothers (renamed Knotgrass, Flittle, and Thistletwit, and played by Imelda Staunton, Lesley Manville, and Juno Temple, respectively) are thrown in as badly judged comic relief, but they feel more like the dotty witches of Hocus Pocus than like a reasonable part of this film’s grimmer-than-Grimm world. The film tosses in a few obligatory action sequences, but is much more interested in minimally moving tableaux; it’s more Legend than Jack The Giant Slayer, though it visually resembles both. Even in the climactic battle, Jolie seems to be posing more than participating. But her posing winds up being the best part of the movie. In a story that explains too much about something that didn’t require explanation, she, at least, maintains a welcome air of mystery.