Mary Poppins Returns is the cinematic equivalent of a cover band performing a beloved musical act’s hits: it recalls memories of what you loved when you were younger without stepping out of the shadows and working on its own. With Rob Marshall behind the camera, this 54-years-in-waiting sequel could have been a lot worse; of the three films he’s directed for Walt Disney Pictures, this is surprisingly the most tolerable. (Enjoy your pull-quote, Disney marketing!) But Mary Poppins Returns cannot help but serve as a reminder of just how special and irreplaceable the 1964 original is.

Set in the “middle of the Great Slump” in England (circa 1935), Mary Poppins Returns once again begins on Cherry Tree Lane with the Banks family. This time, though, it’s about a grown-up Michael Banks (Ben Whishaw), his elder sister Jane (Emily Mortimer), and his three self-reliant children. The kids here are largely as all right as Michael and Jane once were—they’re not in need of discipline, as much as a reminder of why they should act more like kids as opposed to tiny adults. In the wake of losing their mother and with the looming possibility of the old family home being repossessed by the same bank where Michael works (and where his father worked in the first film), these kids just need to have some fun. So of course, out of the sky comes none other than Mary Poppins (Emily Blunt), who looks just as young and practically perfect in every way as she did when Michael and Jane were children. It’s up to Mary, her lamplighter friend Jack (Lin-Manuel Miranda) and a whole host of eccentric new characters to help liven the spirits of the Banks family.

Down to each musical sequence, the effect of Mary Poppins Returns is akin to one of its visual gags, itself a callback to the original: Mary looks at herself in the mirror, impressed at her never-aging appearance, and then the mirror version of Mary watches the non-mirror version walks away. Mary Poppins Returns is the mirror-version of Mary, always watching the real McCoy instead of striking out on her own path. In the original film, Mary first introduces the Banks children to her magical ways by making the task of cleaning a room have “an element of fun” with “A Spoonful of Sugar”. In this film, to get the children to take a bath, she creates an exciting twist by making their nautical bath toys massively life-like as she sings “Can You Imagine That?” In the first film, the chimney-sweep Bert and his friends sing and dance in “Step in Time”; in this film, Jack and his fellow leeries sing and dance to “Trip a Little Light Fantastic”. In the first film, Mary’s eccentric uncle (Ed Wynn) finds himself on the ceiling and sings “I Love to Laugh”; in this film, her second cousin (Meryl Streep) goes upside down on the ceiling and sings “Turning Turtle”. And so on.

It’s both unfair to compare this to its predecessor, and also impossible not to. Outside of a cameo appearance from Dick Van Dyke (and a wordless walk-on from Karen Dotrice, who played Jane), this is an entirely new cast, but all playing at variations of what made the first film so special. If there’s a standout sequence here, it’s when Mary and Jack take the children inside the porcelain animated designs of a supposedly priceless bowl, equivalent to the animated sequence in the original. The rousing music-hall song Mary and Jack belt out, “A Cover is Not A Book”, is the film’s best musical number as well, but it can’t help but recall images and memories of the original. Blunt, to her credit, is quite charming as Mary — she’s not as immaculate as Julie Andrews, but really, who is?

The issue is less the cast, which is largely quite good, and more the slavish devotion Marshall and the co-writers have to the original film’s structure without improving upon it. Even Blunt, who’s pretty solid, isn’t playing Mary Poppins as much as she’s playing Julie Andrews as Mary Poppins. Miranda, typically so winning (never more so than in his Broadway phenom Hamilton), feels mildly trapped by playing a newer version of the Cockney-accented chimney-sweep from the original. The arguable standout is Whishaw, who sells Michael Banks’ heartbreak at the loss of his wife as well as his desperate terror at losing his old family house. He sells it, in fact, so well that you get cognitive whiplash as the story shifts from Mary Poppins’ goofy nonsense to Michael struggling to be a single father.

Then there’s the real stumbling block: the musical sequences, which all desperately want to be crowd-pleasers. While composer and lyricists Marc Shaiman and Scott Wittman mostly do a very good job of keeping the songs in the same early-20th-century style as those in the first film by the Sherman brothers, the songs quite simply fail to be memorable at all. A day after seeing this film, I would not have been able to recall the rhythms or lyrics of the film’s songs if my life depended on it. (Whatever else can be said of “Chim Chim Cher-ee”, “A Spoonful of Sugar”, “Feed the Birds”, and the other original songs, they’re pure earworms.) Seeing as every new song feels like it’s mirroring one from its predecessor, Mary Poppins Returns cannot help but fail to measure up.

Mary Poppins Returns serves as a wonderful reminder that the 1964 film, one of the first Disney epic events and arguably the most quintessential film they made for decades, is worth revisiting. It’s not so much that anyone in the cast stands out like a sore thumb — though both for story reasons and because of the musical number in question, the Meryl Streep-driven scene could have probably been entirely removed. It’s that Mary Poppins Returns suffers from standing in the shadows of the giant that inspired its very existence. This movie could have been worse, but that’s not good enough.

/Film Rating: 4 out of 10

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About the Author

Josh Spiegel is a Phoenix-based critic & writer. He's one of the hosts of Mousterpiece Cinema, a podcast about Disney films. He's also written a book of criticism on Pixar, titled Yesterday is Forever: Nostalgia and Pixar Animation Studios.