While it doesn’t reach the heights of Pete’s Dragon, Burton’s remake has its fair share of charms and takes a few unexpected digs at the House of Mouse.

When they’re not busy collecting other media companies like Pokemon, The Walt Disney Company has been quite busy offering up live-action remakes of their classic animated films, to rather mixed success. For every warm, layered triumph like David Lowery’s Pete’s Dragon, you get rote rehashes like Beauty and the Beast or The Jungle Book (technical triumphs aside). Of course, this all started with the unexpected runaway success of Tim Burton‘s Alice in Wonderland, a strange, candy-colored retelling that made obnoxious use of both Johnny Depp and 3D, but whose inflated 3D prices helped make it a box office smash.

Now, Burton’s returned to Disney to remake another of its beloved properties, Dumbo, and while the results aren’t wholly successful, it’s at least a purer expression of Burton’s own quirks – and a surprising rebuke at the company he’s making the movie for in the first place.

Working from a script by Ehren Kruger, Burton’s Dumbo takes the interesting tack of making Dumbo a supporting character in his own story. Instead, the real heroes of the story are the Farriers – father Holt (Colin Farrell), who recently came back from the war having lost an arm and – as he later learns – his wife; his precocious son Joe (Finley Hobbins); and the scientifically-minded Milly (Nico Parker). Returning to the Medici Bros. Circus where he made his pre-war trade as an expert horse rider, Holt discovers that the Circus is in shambles: penny-pinching ringleader Max Medici (Danny DeVito) sold his horses, attendance is down, and he’s stuck taking care of Max’s newly-bought Asian elephant.

But salvation comes in the form of Dumbo – the cute baby elephant with the floppy ears he can use to fly – whose powers reinvigorate the business (though not before his mother, Mrs. Jumbo, is sold off after causing an incident while protecting him). But fame brings complications, not the least of which coming from ostentatious circus mogul V.A. Vandervere (Michael Keaton, delightfully sniveling and bug-eyed), who offers to wrap Medici Circus into the pomp and circumstance of his own media empire.

It’s fascinating to see a Disney film that allows the company itself to be lampooned and criticized so harshly.

With such lean source material to work from (the 1941 original was barely over an hour long), Burton and Kruger take quite a few liberties in the retelling of Dumbo’s story. Much like Pete’s Dragon, the central animal isn’t really the main story – it’s about how the humans around him react to his presence and his, shall we say, uniqueness. The morality of the film is pretty black and white; the Farriers and many of the Medici freaks treat him with kindness and unending patience, while villains like Vandervere see him as just another commodity. The bad guys sneer, the good guys gaze in awe. It’s a film made in 2019 about the circus, which means inevitable questions of animal cruelty come to the forefront. If you don’t want to see a hyper-realistic CG elephant cower in fear, best to hide your eyes during some of Dumbo‘s more harrowing moments.

It’s impossible to watch this movie without thinking of the last time Burton told a sensitive, fantastical family drama centered around a circus – suffice to say that Dumbo has some Big Fish Energy. The film’s most refreshing moments are its delicate pauses in between the action, the moments of sheer empathy when characters get to wallow in their moments of self-reflection. Holt weeping for his lost wife in a tent where her face is garishly painted on every wall; Mrs. Jumbo gazing longingly at a flock of geese through the cold metal bars of her train car; aerialist Colette (a delightful Eva Green) bonding with Holt over their affection for Dumbo. Ben Davis’ sun-dappled cinematography washes the Medici’s big top with pink and purple sunsets, and infuses Vandervere’s mechanized theme park with a slick Golden Age coldness.

Speaking of which, it’s fascinating to see a Disney film that allows the company itself to be lampooned and criticized so harshly. The film’s second half sees Dumbo’s success transferred over to “Dreamland,” Vandervere’s hyper-expensive World of Tomorrow-themed circus that carries no small similarity to another famous theme park dwarfed by a literal Magic Kingdom. The story of Dumbo, then, becomes about the artistic and ethical compromises that happen when smaller artists are swallowed up by big conglomerates, chasing dollars while offering up the veneer of family fun. Their central mascot is even known for their big, iconic ears. Sound familiar? I’ve heard tales of Dumbo being allegorical for the recently-completed Fox merger, and those accusations wouldn’t be too far off base. By the end, Dumbo feels like a big, messy but ultimately heartfelt poke in the eye to the House of Mouse, warning them to take care of those under their employ, and not treat them as commodities.

The film absolutely has its flaws – Kruger’s script is a bit oddly paced, and some of the dialogue is a bit clunky and heightened even for Burton standards. Apart from Green, Keaton and DeVito, none of the human faces get much dimension or life; the Farrier children, especially, feel a bit lifeless and wooden. But in between these greater flaws, Dumbo does feel like a more quintessentially Tim Burton picture than we’ve seen in a while, an earnest expression of empathy for the freaks of the world. After all, this is a film featuring idiosyncracies like Holt frequently calling Dumbo “Big D”, and infamous wrestling announcer Michael Buffer cameoing as Dreamland’s ringmaster just so Burton can have him say “Llllllet’s get ready for Dumbooooooo!” Those little moments of weird, Burtonesque glee help elevate Dumbo beyond its origins as a cynical live-action Disney remake. It may not change the game like Pete’s Dragon did, but there’s enough texture and weirdness in the margins to put it ahead of the rest of the pack.