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22. "The Jungle Book" (1994) The first live-action Disney remake of an animated Disney classic is, somehow, still the worst. Stephen Sommers (“The Mummy”) directs this frustratingly inert take on Rudyard Kipling’s stories, which strips the animals of their characterizations and highlights instead the bland experiences of British colonizers, who condescend to Mowgli (Jason Scott Lee) at every turn. Some of the supporting performances, especially by Cary Elwes and Lena Headey, are noteworthy, but the rest of the movie is a sloppy throwback to a mercifully bygone era of adventure filmmaking, full of backwards mentalities and underwhelming action.

21. "Christopher Robin" (2018) The beloved stories of A.A. Milne have been previously adapted by Disney into several beautifully animated and heartwarming motion pictures. So it’s especially cloying that Marc Forster’s “Christopher Robin” just plops these timeless characters into a tepid and cookie-cutter family flick about a dad who -- gasp! -- spends too much time at work, and rediscovers his inner child thanks to the return of his old, magical friends. Ewan McGregor shines as the adult version of Christopher Robin, but the melancholy cinematography, underdeveloped screenplay and creepy VFX renditions of Pooh and his friends make “Christopher Robin” a rough slog.

20. "Pinocchio" (2022) Robert Zemeckis takes the original animated classic about a little wooden boy who dreams of being real and throws the whole thing in the furnace. Tom Hanks gives a career-worst performance as the toymaker Gepetto, the visual effects -- usually the highlight of any Zemeckis enterprise -- are roundly unconvincing, and the changes to the story undermine the movie's messaging at nearly every turn. Only supporting turns by Cynthia Erivo, Keegan-Michael Key and Luke Evans briefly enliven a fantasy film which is anything but fantastic.

19. "Alice Through the Looking Glass" (2016) James Bobin’s sequel to “Alice in Wonderland” certainly looks like an improvement on the original, with vibrant production design and weird visual effects, and a tone that’s mercifully less grim. But the time-travel storyline, which sends Alice back to the early days of Wonderland (sorry, “Underland”) to become the cause of all its miseries (including a genocide), retroactively injures the original film, which had a boatload of problems in the first place.

18. "Beauty and the Beast" (2017) Despite the excellent source material and a decent cast, Bill Condon’s remake of “Beauty and the Beast” has the unfortunate distinction of being the only live-action Disney remake that has absolutely no new interpretation of its material. It’s just the exact same story but longer, and only because of unnecessary additions that arbitrarily pad the running time, confuse the characters’ motivations, and shoot holes in the already thin plot. Add in some ugly character designs and an utterly forgettable new song, and you’ve got a film which made Disney a lot of money, but artistically has no particular reason to exist.

17. "Maleficent: Mistress of Evil" (2019)   Maleficent is back, and this time she's meeting Aurora's future mother-in-law, Queen Ingrith (Michelle Pfeiffer), who frames the sorceress for an assassination attempt and tries to commit genocide against Maleficent's fairy kind. Jolie is as sharp as ever but the movie gives her precious little to do or say. The plot is a leaden bore that's just an excuse to end in a big climactic battle (which gets hastily brushed off) and at the center of it all is the dumbest pipe-organ solo in cinema history. "Mistress of Evil" alsocompletely contradicts the story and message of the original, making both films worse as a result.

16. "Alice in Wonderland" (2010) Tim Burton’s blockbuster retelling of “Alice in Wonderland” is unnecessarily murky and violent, and -- worst of all -- devoid of Lewis Carroll’s signature wit. Mia Wasikowska stars as Alice, who has forgotten all about Wonderland (sorry, “Underland”) and returns years later, only to find it taken over by darkness, a problem that can be solved only by more war. The film comes across like a cynical attempt to make a classic story edgy and marketable, but at least there’s an interesting attempt to transform Alice into a modern and active heroine, and the film’s ensemble cast boasts some real highlights, including Helena Bonham Carter as the Red Queen, Anne Hathaway as the White Queen, and Stephen Fry as the Cheshire Cat.

15. "The Lion King" (2019)  Unlike "The Jungle Book" -- which has at least one human character -- the new "Lion King" couldn't even be considered "live-action" in the most generous use of the term, but for the sake of conversation we'll include it anyway. This is an ambitious visual spectacle, re-creating the African savanna of the original 2D-animated movie in photorealistic CG detail as it tells the story of a lion cub who avenges his father's murder and brings order back to the ecosystem. When Jon Favreau's film works, it's a visual marvel. But when it fails, which is most of the time, it's because the film's literalist animation style is directly at odds with the arch, fantastical story and characters. Style may be the selling point, but too often, it gets in the way of the substance.  

14. "Mulan" (2020) Niki Caro’s adaptation of “Mulan” sands down the queer edges of the original Disney classic, transforming a tale with a distinct and relatable point of view into a generic action spectacle. The wit is absent, the commentary is rote, the protagonist’s plight is more easily digestible than ever, and although the film boasts detailed art direction and costume design, the epic action is undone by humdrum editing which rarely gives the action the space it needs to impress. A frustratingly Americanized, mediocre presentation of a classic tale.

13. "Cruella" (2021) This revisionist prequel to the “101 Dalmatians” movies reimagines attempted puppy mass-murderer Cruella de Vil into an eccentric and precocious young woman, whose journey from obscurity to fashion celebrity borrows liberally from “The Devil Wears Prada,” “The Count of Monte Cristo,” and "Mannequin.” It should be fun -- Emma Stone and Emma Thompson sure seem to be having a lot of it -- but the film’s hypocritical appropriation of 1970s punk aesthetics only calls attention to how conformist the story is. “Cruella” gives Disney characters credit for an artistic movement which couldn’t be more anti-Disney if it tried, superficially evoking images of rebellion while never being anything more than mass-marketable.

12. “Peter Pan & Wendy” (2023) David Lowery directed one of the best live-action Disney remakes, but “Peter Pan & Wendy” isn’t it. Beautifully photographed, the movie follows the original J.M. Barrie tale closely until a brand new subplot starts creeping in, slowly working its way to the center stage, until it finally pushes all the allegorical power out of the story and ruins its central metaphor. Lowery’s insistence on taking Barrie’s tale literally and adding new wrinkles to Peter Pan and Hook’s origins doesn’t just miss the point, it actively contradicts it: Peter Pan is Wendy. That’s why Peter is usually played by a woman, and Hook is usually played by the same actor as her father. Without that, and without anything equally powerful to replace it, we’re left with a superficial — though, again, handsomely realized — fantasy.

11. "102 Dalmatians" (2000) Kevin Lima’s sequel to the hit “101 Dalmatians” remake is strange and cartoony but, in its defense, completely unapologetic. Glenn Close returns as the despicable Cruella de Vil, now rehabilitated via brainwashing and eager to rescue puppies instead of murdering them. When her programming wears off, she resumes her wicked ways. There’s not much more to it than that, but the film’s astounding costume design and Close’s pitch-perfect performance make “102 Dalmatians” an amiable, if shallow, piece of children’s entertainment.

10. "Maleficent" (2014) Disney’s “Maleficent” isn’t so much an adaptation of “Sleeping Beauty” as it is quasi-family-friendly riff on Abel Ferrara’s “Ms .45.” Angelina Jolie stars as a fairy who gets betrayed and violated by her human lover and left physically and emotionally scarred, so she plots her revenge against him by cursing his daughter, played by Elle Fanning. The cinematography is hard to make out a lot of the time -- and once you do get a good look at some of the CGI creatures, you’ll wish it stayed that way -- but the bold new interpretation of the source material and Jolie’s exceptional performance elevate “Maleficent” above its shoddy VFX and extremely sloppy storytelling.

9. "Aladdin" (2019) Guy Ritchie's remake of "Aladdin" sucks out all the personality the filmmaker could have possibly brought to the project, instead simply rehashing the original in a mediocre but mildly enjoyable way. Mena Massoud and Naomi Scott are wonderful as Aladdin and Jasmine, and Will Smith plays the Genie like he's the ultimate fantasy wingman. It's like watching the original "Aladdin" acted out in the middle of a parade: Cheerful, well-intentioned and fleeting.

8. The Little Mermaid (2023) Rob Marshall does an impressive job of not entirely screwing up Disney’s animated classic, about a teenaged mermaid who longs to explore the human world, and who makes a deal with a fabulous witch to exchange her voice for some legs. Halle Bailey is captivating as the title hero, with a fabulous singing voice, and Melissa McCarthy makes a very respectable Ursula. But the CGI sea creatures are mostly a major downgrade, even though the voice cast does what they can to make up for the underwhelming designs. And most of the new additions to the story undermine the many iconic moments the film seems obligated to replicate. It’s hardly as good as the original, but it stays afloat.

7. "Lady and the Tramp" (2019)  Take away all the animated magic of "Lady and the Tramp," and all you've got left is two dogs making goo-goo eyes at each other. And it turns out, in Charlie Bean's modest remake, that's just fine. Tessa Thompson and Justin Theroux are amiable mismatched lead voices, the story of love crossing class divides is just as simple and effective as ever and Bean's new film makes the whole story more inclusive (and wisely jettisons one of Disney's most problematic songs). The CG animation on the dog's faces, to make them talk more like humans, is distractingly subpar, but everything else is sweet. Unambitious, but sweet.

6. "The Sorcerer’s Apprentice" (2010) Except for an obligatory scene with some dancing mops, Jon Turteltaub’s “The Sorcerer’s Apprentice” has very little in common with the classic Mickey Mouse segment from “Fantasia.” Jay Baruchel stars as a young science nerd who is destined to become a sorcerer, and Nicolas Cage has to train him before evil sorcerers can raise an army and take over the world. It’s a perfectly watchable fantasy adventure, but nothing about “The Sorcerer’s Apprentice” makes a lasting impact. It’s practically the textbook definition of “average.”

5. "101 Dalmatians" (1996) Stephen Herek directed a trio of live-action Disney hits in the 1990s -- “The Mighty Ducks,” “The Three Musketeers,” and “101 Dalmatians” -- and they’re all satisfying family-friendly romps. Jeff Daniels and Joely Richardson play humans whose dogs fall in love and have oodles of puppies, and Glenn Close portrays Cruella de Vil like a pitch-perfect 1960s “Batman” villain. The film devolves into brainless, non-stop “Home Alone” slapstick in the second half, but it’s never less than fun, and Close gives such a gloriously unhinged performance that she’s practically Oscar-worthy.

4. "Dumbo" (2019) Tim Burton’s second live-action remake of a Disney animated classic is more clever, more emotional and significantly more subversive than his “Alice in Wonderland.” It’s still the story of a baby circus elephant with giant ears that help him fly, but this time his circus is purchased by a theme-park entrepreneur played by Michael Keaton, who proceeds to lay off most of the workers after the merger and to exploit his newly acquired IP beyond reason. Disney has often turned heartless capitalists into their villains, but in “Dumbo,” the studio seems to be pointing the finger at itself, giving Burton’s richly realized fantasy an unexpected and impressive sting.

3. "The Jungle Book" (2016) Jon Favreau’s “The Jungle Book” uses so much CGI that calling it “live-action” is probably a misnomer; there’s only one character who isn’t motion-captured, and even the realistic environments were digitally rendered. But either way it’s an excellent film. Favreau eschews the laidback, episodic structure of the original in favor of a more focused adventure, with Mowgli (Neel Sethi) gradually taking responsibility for rescuing the jungle from the deadly Shere Khan (Idris Elba). An all-star cast of mo-cap animal characters keeps the film lively, although Christopher Walken is a distractingly strange choice for King Louie.

2. "Pete’s Dragon" (2016) Another nebulously defined “live-action remake,” since the original “Pete’s Dragon” was a mostly live-action musical fantasy with one animated title character. David Lowery’s remake does away with all the classic songs (which ranged from adorable to weirdly violent) and also throws out the wackier storylines. Instead he highlights the emotionally sincere story of a lost boy whose only friend is a giant dragon. When Pete is discovered and brought back to the human world, his dragon, Elliot, comes looking for him. Lowery makes room for comic shenanigans, but he’s mostly interested in exploring our contemporary capacity for wonder. He transforms a formerly eccentric tale into something beautiful and, possibly, timeless.

1. "Cinderella" (2015) Disney’s original “Cinderella” is a masterpiece of animation, but it’s also a narratively thin piece of wish-fulfillment. Kenneth Branagh’s live-action remake keeps the original, classic storyline in place but amplifies the characters, giving the wicked stepmother (Cate Blanchett) a meaningful motivation for her treatment of Cinderella (Lily James), giving Cinderella a set of clearly-defined principles that justifies her every decision, and giving the prince (John Madden) enough time with Cinderella that they can actually fall believably in love. Romantic, beautiful and -- from a story perspective, at least -- an undeniable improvement on the original, “Cinderella” is the crown jewel of Disney’s live-action remakes. For now.