Turning any iconic Disney villain into a sympathetic (but still devious) protagonist is no easy feat, particularly when that task involves ‘both sides’ of turning 101 Dalmatian puppies into haute couture. Disney’s atrocious Maleficent origin story wholly bungled the task, dropping the bag on transforming that striking villain into a whole-cloth anti-hero, instead defanging and deflating the malevolent fairy, leaving her all but unrecognizable, costume aside. With Cruella, Disney course-corrects on that previous failing, striking the right balance between exploring the roots of its devilish protagonist while still remaining true to her animated rancorous counterpart.

Cruella begins though with a fizzle. In the most kid-friendly portion of the otherwise decidedly PG-13 rated film, the Cruella we come to know and fear is but a skunk-haired child named Estrella in a prologue that’s slathered with a coat of voice-over. A bit of a child protege with a cruel streak, Estrella is, per federally regulated Disney mandates, fatherless. By the end of childhood, she’s a straight-up orphan, Cruella executing a cruel twist of fate that leaves Estrella without anyone to watch over her while laying the (somewhat absurd) groundwork for her hatred of a certain breed of spotted dog.

Taken in by kind-hearted but mischievous London street urchins Horace and Jasper (the perfectly cast duo of Paul Walter Hauser and Joel Fry), Estrella takes to a life of grifts. Picking pockets and pulling small cons, Estrella notices her knack for designing the prop costumes to aid in their smalltime pilfering could be put to better use and aspires to more. With the support of Horace and Jasper, she thrusts herself into the world of high-fashion at the bottom wrung, committed to turning a new leaf and not eying whatever criminal angle may come. Despite her manager’s dismissal of her ambition and skill, the up-and-comer quickly earns the coveted attention of feared fashionista Baroness von Hellman.

What follows is a gorgeous and vicious transformation as Estrella rises through the ranks, twisting into an alter era that threatens to overtake her: the eponymous Cruella. Blending the jazzy heist antics of Ocean’s 11, the cut-throat fashion politics of The Devil Wears Prada, and manic descent into madness of Joker, the film from I, Tonya director Craig Gillespie sees the mild-mannered Estrella heel turn into a character worthy of her own film – if not entire franchise – and Emma Stone’s electric front-woman work supercharges the chaotic energy that drives Cruella to its highest heights.

Stone, who skillfully tackles the challenges of drama and comedy in a way few of her caliber are capable of, turns out to have been perfectly cast as Cruella. She’s part Miranda Priestly, part Banksy; a flamboyant combination of raw talent and felonious showmanship who takes what she feels is owed to her rather than wait around for a promotion and Stone wrangles the genius, the rage, the ego, and the softer side of her character into something that’s both larger-than-life but flesh-and-blood. Her performance soars when she’s giving herself over to her duplicitous and poisonous funny Cruella persona, a quick-witted rising star in London’s west end fashion scene and industry rival to the Baroness, but Stone grounds the character with enough pathos to keep her from flying completely off the handle and untethered from any sense of reality.

Flanking Stone and matching her tit for tat is Emma Thompson, who delivers a deliciously sinister turn as the Baroness. Sucking all the air out of every room she enters, the Baroness is a joyous written baddie, with a gesture as subtle as Thompson’s lip wriggle or contemptuous squint exploding off the screen in a flurry of pure disdain. Thompson creates a fiery villain of the love-to-hate variety in a turn that’s quite simply inspired. The chemistry the pair of Emmas share is purely incendiary, particularly as Stone waffles between the two sides of her personality: allowing both characters to breath and display a three-dimensionality rare for Disney’s ilk.

Thank Tony McNamara, the mighty pen behind the supremely wry Oscar-nominated The Favourite and Hulu’s sardonic costume drama comedy ‘The Great’, who came aboard to punch up the script, which he shares co-credit with Dana Fox (Couples Retreat) for. Like with fashion, the piece could do with some addition by subtraction (particularly as the film stretches past the two hour mark) but despite being long in the tooth, there’s little to Cruella that feels like obvious fat ready for a trim. It helps that one’s eyes are not exhausted by a colorful swirl of computer animated backdrops. Whereas Disney live action movies are usually subsumed by CGI, Cruella, captured in a gritty, smoky cool by Belgian cinematographer Nicolas Karakatsanis (Bullhead), rediscovers the beauty of the natural world; something that is apparently a recent revelation with the suits over at the house of mouse.

In Paul Thomas Anderson’s Phantom Thread, the prissy, particular Reynolds Woodcock raged against the term ‘chic’, calling it a ‘filthy little word’ (“I don’t even know what that word means!”) If Phantom Thread killed chic, Cruella resuscitates it with aplomb. The costumes from the ungodly talented Jenny Beavan (Mad Max: Fury Road) are so alive they basically function as characters in themselves, Cruella’s wicked fashion sense catalyzing a change from the proper and coiffed styles of the elite to something new; more edgy and outsider.

Plopped on top of 1970’s London emerging punk-rock scene, Cruella’s outfits are a visual distillation of the counterculture movement taking the streets by force but if the style isn’t enough to clue you into the shifting winds of culture, Cruella comes equipped with so many perfect needle drops that it feels like a self-guided tour through the era’s musical evolutions. That iconic thrashing of new against old, amplified disruption cutting through the quiet. Even the musically illiterate will find themselves taken by this ripping rogue’s gallery soundtrack that includes tunes from The Doors, Queen, The Clash, ELO, Blondie, The Stooges, The Bee Gees, Nina Simone, and Doris Day. The discord of melodious ballads and thrashing DIY sensibilities speak to the friction between the characters and the generations and styles they represent.

And let’s be clear: Disney is anything but punk. But for just a few moments, Cruella lets them pretend they are.

CONCLUSION: Emma Stone is simply incandescent in this Cruella De Vil origin story that exceeds the reach of its potentially lame premise. With a pair of head-turning performances from Stone and Emma Thompson, a script that’s as freewheeling and fun as it is invested in character, stunning costume design, and an exhilarating soundtrack of classic hits to back it all up, ‘Cruella’ represents the best that Disney live action movies have to offer, particularly because it actually feels new.