23. Mufasa: The Lion King (2024) 

The prequel film Mufasa at least promised something exciting — a new story that, unlike 2019’s The Lion King, wasn’t simply a “live-action” rehash of an older (and better) film. But Mufasa feels insecure, as if audiences would lose interest the moment it wasn’t nodding to its source material. So we get an unnecessary bookend with The Lion King’s characters, relentless visual references to the animated original, and so, so, so many origin stories, from where Rafiki got his stick to how Scar got his, well, scar.

Barry Jenkins, who co-wrote and directed the sublime Moonlight, brings a kinetic, character-driven approach to his direction, nimbly pivoting between grandeur and intimacy. Still, there’s a sweatiness to the whole affair, as if no scene can breathe a moment before it’s time to remind the audience of the better movie they could be watching instead. —Randall Colburn

22. The Lion King (2019)

There’s a certain sacrilege that comes with remaking a masterpiece. Some of the better entries on this list prove that you can take a classic and craft something fresh; other times, the result feels a bit like puppeteering a long-dead corpse. Jon Favreau’s exhausting Lion King retread falls into the latter camp, a “live-action” film that feels entirely lifeless. (Every single animal is a clunky CGI creation.)

The 1994 original isn’t beloved because it’s Hamlet with talking animals; it’s a masterful piece of filmmaking in itself, a dazzling, colorful family saga filled with humor and heart. This 2019 retread attempts to squeeze that same emotional response out of viewers, simply by recreating every frame through photorealistic CGI. The result is tedious, a pointless remake with no soul of its own. —Devan Coggan

21. Alice Through the Looking Glass (2016)

With a billion-dollar box office haul, it’s no surprise Disney ordered a follow-up to 2010’s Alice in Wonderland. But any semblance of real whimsy and enchantment (let alone profits) went down the rabbit hole with Tim Burton, who stepped down from director to producer for this diminished sequel. James Bobin took his place, catching up with Alice (Mia Wasikowska) a few years after her initial visit to Wonderland.

Upon passing through the titular looking glass, she embarks on a time-traveling adventure to mend the Mad Hatter’s (Johnny Depp) broken heart over his missing family. But their journey is all show and no stakes, while the visuals are over-wrought with dizzying CGI dreamscapes like a kaleidoscope of colorful slop. Lewis Carroll’s second Alice novel was a witty, welcome expansion of the now-classic tale; why we needed this film (beyond the obvious cash-grab) is a curiouser and curiouser question. —Allaire Nuss

20. Pinocchio (2022)

The old adage “If it ain’t broke, don’t fix it” is relevant to several films on this list, but perhaps none so pointedly as Disney’s 2022 take on Pinocchio, first animated by the Mouse House in 1940. It’s hard to argue with the talent — Tom Hanks is an inspired choice for woodcarver Geppetto — but Robert Zemeckis and Chris Weitz’s screenplay is too liberal with the sandpaper, smoothing away the rambunctious wooden doll’s rough edges while layering in a weepy backstory for Geppetto that’s belabored and unnecessary. There’s nothing handmade or one-of-a-kind here — this doll was born of an assembly line. —R.C.

19. Dumbo (2019)

While the original Dumbo is one of Disney’s shortest feature films, it’s also one of its saddest and trippiest with its hallucinogenic pink elephants and tale of animal cruelty within the circus. Given that, Tim Burton’s macabre style should’ve been the perfect match for transforming Dumbo into a live-action film. But the movie is an odd jumble of neutered World War I PTSD, theme park-owning villains (self-examination from Disney?!), and family dynamics.

Michael Keaton steals scenes as V.A. Vandevere, the owner of Dreamland theme park, and Colin Farrell serves up a hot, sad dad. But this Dumbo is as flimsy and devoid of emotion as a circus act, relying too heavily on the CGI elephant to generate any real flights of fantasy. —Maureen Lee Lenker

18. Lady and the Tramp (2019) 

First, the good news: Disney found some absolutely adorable dogs to star in this remake of the 1955 original. The canine actors playing the titular lovestruck pair are delightful, and they look like hand-drawn cartoons that sprung to life. (The iconic spaghetti scene is thoroughly charming.) But otherwise, this straight-to-Disney+ retread has little to add, largely coasting on the charm of the original. To its credit, the new film smartly excises some of the original’s more problematic moments — like cutting the racist “Siamese Cat Song.” But otherwise, the new Lady and the Tramp proves that this old dog can’t exactly learn new tricks. —D.C.

17. Rudyard Kipling’s The Jungle Book (1994)

This live-action forebearer’s real animals don’t speak, but wildlife isn’t the centerpiece here. Rather, the 1994 adaptation’s focal point is the added human drama, as a grown Mowgli (Jason Scott Lee) is cornered by the British army in the jungles of India to help him become “civilized.”

A family-friendly adventure movie à la director Stephen Sommers’ The Mummy (complete with cultural stereotypes and colonial overtones), it’s admittedly more thrilling than Jon Favreau’s otherwise superior vision from 2016, featuring lush scenery for its stunts and a magnetic action star in Lee, who kicks serious ass to satisfying effect. The film benefits further from a romantic arc with a pre-Game of Thrones Lena Headey. But while it mostly eschews Rudyard Kipling’s original plot, it unfortunately has its own problematic elements, making the fact that it’s mostly forgotten sting a little less. —A.N.

16. Peter Pan & Wendy (2023)  

Of all the classic Disney animated films, Peter Pan feels like one that could actually use some modern revisions and touch-ups. But even though this 2023 update makes Tiger Lily (Alyssa Wapanatâhk) a badass instead of a damsel and foregrounds Wendy (Ever Anderson) in both the title and narrative, Peter Pan & Wendy still lacks the magic of director David Lowery’s other fantasy films (or, for that matter, other live-action versions of Peter Pan).

The new backstory between Peter (Alexander Molony) and Hook (Jude Law) represents the movie’s incomplete imagination, gesturing at an expansion of its source material without actually fleshing out those ideas. —Christian Holub

15. Maleficent: Mistress of Evil (2019) 

Angelina Jolie’s red-lipped, black-winged theatrics propelled Maleficent to a $750 million worldwide box office haul, so a sequel to the 2014 fairy tale was a foregone conclusion. What do you do, though, when you’ve already given your wicked queen a face turn? Well, you introduce another wicked queen. That’s exactly what Maleficent: Mistress of Evil does, introducing Michelle Pfeiffer’s Queen Ingrith, whose white garb, such a contrast to Jolie’s gothic getup, belies ill intentions.

Jolie is fantastic, of course, but she has fewer notes to play than she did previously. The plot, too, is threadbare to the point of incoherence, with a slew of overqualified performers — including Imelda Staunton and Lesley Manville — left to fill in the gaps as fairies, man-crows, and anthropomorphized mushroom caps. All that green fire should keep the kids entertained, but don’t expect this spell to outlast the closing credits. —R.C.

14. Beauty and the Beast (2017)

Beauty and the Beast is a jewel in Disney’s animation crown — the first animated film to earn an Oscar nomination for Best Picture. But for all the magic and lush imagery of the 1992 original, the live-action version is as lifeless as an unenchanted candlestick. Emma Watson tries too hard to make Belle a feminist icon (when she already was one!) and there’s too much unnecessary backstory about her dead mom.

“Be Our Guest” should be a feast for the eyes, but instead it’s a blur of CGI-crafted cutlery that’s more likely to induce a headache. Luke Evans is superlative as Gaston (though it’s still a damn shame he didn’t get to sing “Me” from the Broadway adaptation) and Kevin Kline lends the bumbling Maurice a soulful sentiment. But the end result is a mish-mash of unnecessary updates, lackluster new songs (again, the Broadway score is RIGHT THERE), and a disregard for what made the tale as old as time, well, timeless. —M.L.L.

13. The Sorcerer’s Apprentice (2010) 

If you’ve ever watched Mickey’s iconic Fantasia sequence — in which he, clad in a red robe and pointy stars-and-moons hat, squares off against bewitched buckets and brooms — and thought it would be neat with, say, mops, you may enjoy The Sorcerer’s Apprentice.

A loose adaptation of that animated segment, this hopeful franchise-starter from National Treasure director Jon Turteltaub is a hyper-caffeinated exercise in CGI necromancy. The film benefits from its NYC-set showdowns and a charismatic turn by Nicolas Cage, who snarls beneath stringy grey locks as a centuries-old wizard named Balthazar. Jay Baruchel, so affecting in 2023’s BlackBerry, is less successful, his withering nasal drone growing tiresome across the film’s 110-minute runtime. —R.C.

12. Aladdin (2019)

Replicating the magic of Robin Williams is an impossible task, so director Guy Ritchie’s live-action Aladdin wisely went in a totally different direction by casting Will Smith as their version of the Genie. The filmmakers didn’t quite go far enough with that original take (they should’ve let Smith perform his hip-hop version of “Friend Like Me” in the movie scene instead of leaving it for the end credits) but Aladdin’s crackerjack plot and literal wish-fulfillment premise still makes for an entertaining movie. —C.H.

11. Alice in Wonderland (2010) 

Tim Burton, the undisputed king of kid-friendly exercises in dark fantasy, was an inspired choice for a live-action Alice in Wonderland, first animated by Disney from the works of Lewis Carroll in 1951. But this take, in which an adult Alice (Mia Wasikowska) returns to Wonderland (or is it Underland?) for a second time, struggles to reconcile fantasy and reality.

Wasikowska’s Alice never quite feels present with the oddballs she encounters, whether it’s Helena Bonham Carter’s Queen of Hearts or Johnny Depp’s Bozo-esque Mad Hatter, and Linda Woolverton’s script never quite nails the pretzeled wit of Carroll’s source material. Still, there’s an offbeat energy to the affair, with Burton layering an ominously stormy sky over a world rich in color and grandeur. His Alice in Wonderland doesn’t tickle the brain like its predecessor, but it’s a worthwhile trip down the rabbit hole. —R.C.

10. Maleficent (2014) 

A revisionist fairy tale in the mold of Wicked, Maleficent recenters the 1959 classic Sleeping Beauty to focus on its horned antagonist, played by a striking and claw-curling Angelina Jolie. Here, Maleficent comes to regret the curse she lays on Aurora (Elle Fanning), realizing that her fellow females aren’t to blame for her lot, but the ego-driven patriarch who bends society to his will.

It’s a clever subversion of the original story, but Maleficent plays like a metronome, clicking predictably from one location (the castle) to another (the magic forest). What keeps us coming back is Jolie, who navigates her drift toward sympathy without fully abandoning the ink stain that’s spread across her soul. —R.C.

9. Mulan (2020) 

Mulan was hampered by a mid-COVID lockdown release, generating ire among audiences for its high on-demand price tag on Disney+. For those who were huge fans of the original movie, the songs are a major omission (“I’ll Make a Man Out of You” is always and forever a top Disney banger). But Mulan deserves more honor heaped on its name for its success as a supremely cool martial arts movie.

Directed by Niki Caro, this Mulan is less Disney Princess, more Lara Croft. The film is packed with jaw-dropping fight sequences and incredible stunts. Admittedly, it was probably harder to appreciate that on a television instead of the big screen. But when it comes to a story of girl power couched in Chinese legend and martial arts styles, this live-action update is a movie worth fighting for. —M.L.L.

8. Cruella (2021)

No one was really clamoring for a Cruella de Vil redemption arc: After all, the snooty fashionista who skins puppies alive doesn’t exactly make for a sympathetic heroine. But this 2021 flick refashions (ahem) Cruella into a misunderstood artiste, an up-and-coming clothes designer (Emma Stone) eager to make her mark on 1970s London.

There are a few clunky, shoehorned references to the original — dalmatians killing Cruella’s mom is as ridiculous as it sounds — but the best scenes have little in common with the source material, and it’s delightful to watch Cruella face off against her tyrannical boss (Emma Thompson, going full Miranda Priestley). Is it successful as a 101 Dalmatians remake? Not really. But it’s still a devilish delight. —D.C.

7. Christopher Robin (2018) 

It’s always nice to spend time with old friends. Rather than try to remake a beloved classic shot-for-shot, as so many other titles on this list do, Christopher Robin actually tells an original story in conversation with the classic Winnie the Pooh stories that so many of us grew up with. As a result, it feels fresh and new while also providing recognizably lovable moments from iconic characters like Pooh and Tigger.

A lot of credit for that belongs to veteran voice actors like Jim Cummings (the voice of Pooh for more than 30 years), but also the CGI work that makes the Hundred Acre Wood characters look as believably worn as your own stuffed animals. —C.H.

6. 101 Dalmatians (1996) 

Long before Emma Stone donned that black and white wig, Glenn Close was the original flesh-and-blood Cruella, puffing a long cigarette and plotting to kidnap a squad of spotted puppies. In 1996, live-action adaptations of Disney classics weren’t yet a trend, but 101 Dalmatians proved to be a hit, spawning dozens of copy-cats (er, copy-dogs?) to come.

The film itself lacks much of the original’s charms (here, the dogs don’t speak), and John Hughes’ so-so script borrows heavily from his earlier film Home Alone, right down to the two fumbling bandits (Hugh Laurie and Mark Williams, playing Cruella’s henchmen). But Close elevates the entire camp affair, glowering maniacally, hair looking like she just stuck her finger in an electrical socket. Unlike Stone’s toned-down version, this Cruella has no interest in a redemption arc: If she doesn’t scare you, no evil thing will. —D.C. 

5. The Little Mermaid (2023) 

The trick in these live-action remakes is to be neither a shot-for-shot remake (see: The Lion King) nor so far removed from the original that fans are disappointed (i.e. removing the songs in Mulan). The Little Mermaid holds that middle ground swimmingly. Halle Bailey is stunning as Ariel and casting a Black girl as one of their most iconic princesses heightened the film’s appeal as a Little Mermaid for a new generation.

The underwater scenes offer a vibrant, vivid beauty, but the film’s best asset is the chemistry between Bailey and Jonah Hauer-King as Prince Eric. A richer backstory in their mutual sense of curiosity and love of exploration deepens their connection, while Daveed Diggs also steals scenes as Sebastian the Crab. But it’s Rob Marshall’s superb direction (and firm reminder that movie musicals are better when directed by someone with Broadway chops) that makes the entire thing a veritable under-the-sea buffet of wonder and whimsy. —M.L.L.

4. Pete’s Dragon (2016) 

The 1977 Pete’s Dragon isn’t a major player in the Disney pantheon — which is why David Lowery’s 2016 reboot is such a delightful surprise. Instead of obsessively trying to recreate the original, Lowery takes the bones of the first film — a classic boy and his dragon tale — and crafts something fresh, a charming environmentalist fantasy that’s both gentle and heartfelt.

Lowery uses every frame to capture a childlike sense of wonder, whether it’s a quiet shot of the Pacific Northwest forest or the moment when young orphan Pete (Oakes Fegley) meets his giant fuzzy friend for the first time. It’s the rare remake that greatly improves on the original. —D.C.

3. The Jungle Book (2016) 

A clear triumph compared to Jon Favreau’s take on The Lion King a few years later, his version of The Jungle Book remains far superior for several reasons. Though it retains “Bear Necessities” and the other songs made iconic by Disney’s 1967 animated film, The Jungle Book also adds additional elements from Rudyard Kipling’s original stories (such as the family dynamic of Mowgli’s adoptive wolf parents) which prevents it from feeling like a straight retread. Also, the constant presence of Neel Sethi’s Mowgli is important in giving all the CGI animal characters a human being to bounce off. —C.H. 

2. Snow White (2025)

Leading up to its release, Snow White was the subject of numerous controversies, with culture warriors raging over the casting of Latina actress Rachel Zegler and Game of Thrones actor Peter Dinklage decrying the studio revisiting this “f—ing backwards story about seven dwarfs living in a cave together.” Thankfully, director Marc Webb’s movie is good enough to rise above the discourse.

Zegler brings a fresh, prickly energy to the timeless character. She belts the film’s charming new songs with gusto, most notably “Waiting on a Wish,” in which she muses about “The girl I’m meant to be…Someone who could finally start / Start speaking with a fearless heart / Someone who just might be brave / Someone no one needs to save.” This isn’t your great-grandma’s Snow White; it’s a thoroughly modern reimagining that lends the princess invigorating agency while retaining the magic of Disney’s 1937 staple. —R.C.

1. Cinderella (2015) 

Though there are a few titles on this list with earlier release dates, Cinderella launched the current spate of Disney live-action updates. A decade later, it still remains a step above the rest. Director Kenneth Branagh treats the fairy tale with as much respect and elegance as a Shakespeare play, elevating the source material to something grander. Lily James, who at that time was best known for her supporting role on Downton Abbey, proved herself a movie star with her luminous portrayal of the serving girl turned princess. But Cate Blanchett in her couture-worthy ensembles as Cinderella’s stepmother, Lady Tremaine, steals the picture with her biting dialogue and viper’s smile.

Everything about this adaptation is radiant — from Cinderella’s glowing blue ballgown to the heartrending relationship between the Prince (a dashing Richard Madden) and his aging father (Branagh favorite Derek Jacobi). Branagh casts romanticism and enchantment over every aspect, giving Cinderella a new depth while never losing sight of what makes her special — her deep-seated decency and kindness. If a dream is a wish your heart makes, we’d wish for every live-action remake to be this magical. —M.L.L.