With the unsurprising and evocative title this film has, Oz: The Great and Powerful fairly begs for an easily dismissive and disparaging riff on its title as a first line of a review. So OK—this film is neither great nor powerful, nor does it make much sense. Contrary to rumor, it’s not exactly a visual treat, as its digital colors and textures are the 2013 equivalent of Oz’s 1939 shiny plastic leaves in The Wizard of Oz’s first color shots. If you’re going to see this prequel, at least see it in 3D. IMAX 3D would be even better. It is dazzling, but that’s not exactly a compliment. For stunning, beautiful and subtle 3D work, get ye back to Life or Pi or even Hugo. For a cinematic equivalent of a shiny, bright red, hard candy apple, try this film.

Some aspects of the film are intriguing, even bordering on imaginative. The early nod to the 1939 original– black-and-white with a studio-era aspect ratio–is borderline twee, but works as a deserved homage to the classic. Another piece is the way the film backs into setting up the “man behind the green curtain” and the technology and teamwork it required. Perhaps the best is the inclusion of China Girl (voiced by Joey King), who nearly rescues the film at several points by providing some genuine tenderness and sadly needed emotional delicacy. But these are minor elements in a film that can’t make up its mind what it wants to be or what tone it finally wants to take.

James Franco as the Wizard tries as hard as he seems to be able to work to make something of the part, but he is simply miscast. Franco is an actor of great talent, but has proven here that he can’t do everything. He’s too reserved when he needs to display razzamatazz, and seems to fall back on his Cheshire grin when the part calls for greater depth and definition. As the witch Theodoro, Mila Kunis demonstrates that she is a pretty young woman who may, if she can avoid the pitfalls of many of her fellow young actors, grow into an exceptionally lovely older woman. But she is perhaps even more wrong for this part than Franco is for his. She woefully underplays her first scenes, and then fails to reach the heights that her (spoiler alert) transformation requires. And while it’s not her fault, the script gives as lame a reason for her transformation as might be found in current film. I’m not sure any actress could make sense of her character arc. NOW should be demonstrating or at least rolling its eyes.

Rachel Weisz (Evanora) and Michelle Williams (Glinda) fare better. Weisz has to be tamp down her natural radiance (spoiler alert again, but not a surprising one) and bring a darkness to the role that has to anchor the film in the direction of wickedness. Yet as hard as she tries, and she does, her evil is too contained and internal. This film is in desperate need of at least one blood-curdling Margaret Hamilton cackle, but never gets one. As good witch Glinda, Williams is fairly one-note, but it’s the right, lovely, kind and gracious note that the film needs to pull toward goodness. She and her character are the only things really holding this film together.

There are a few stabs at subtext here—the worth of films as entertainment being the biggest example. Perhaps that will be grist for a few college papers. For aficionados of the 1939 film, presenting a backstory might be fun. For lovers of what more than one critic has termed “retinal crack,” the visuals are both state of the art and as phony those in the original land of Oz. There’s dazzle aplenty but very little visual beauty beyond the cast.

Note to parents: Some parts of this film may be terrifying to children. Young children may have nightmares.

Bottom line: Oz: The Great and Powerful is an visually overstuffed, occasionally fun ride of a film that has a tiny China heart, has little sense of what it is all supposed to be about, and sacrifices humanity (and decent acting) for technology.