I’m joining the chorus of almost universal praise for Pixar’s UP. It’s a delightfully original tale about growing up and growing old. It’s a film about not only carrying on after the death of a loved one but also about moving on, no matter what your age. It may literally be an adventure story for the geriatric set but its lessons apply to us all. And as with the best Pixar films, UP effectively uses wit to ward off simple-minded sentimentality. (When it comes to a film on the elderly, the potential for maudlin is never far off.) There’s an especially effective emotional montage early in the film when we see our main character, Carl Fredericksen, age from 8 years old to 78 years old. And just as the audience’s tears are brimming, a persnickety boy scout named Russell barges in and “ruins” the melancholy mood. Perfect.

But since so much of Pixar’s output is top notch, I think what’s most interesting about UP is what doesn’t quite work. As much as I endorse the film, I think it’s not in the league of the best of Pixar, which for me include the two TOY STORYs, FINDING NEMO, THE INCREDIBLES, and WALL-E. And why is that, you ask? Because of its villain.

Spoiler Alert: The movie is almost two-thirds over before we’re introduced to the villain of the show, the hero/adventurer of Carl’s boyhood, Charles F. Muntz. What’s troubling about this is that the movie has been getting along just fine up to this point without him: the conflicts between the elderly Carl and the whiny boy scout have been funny and endearing, their interactions with the ostrich-like “snipe” and the talking dog (and dogs) have been downright hilarious, and the challenges of carrying a two-story house bouyed by balloons have given the film a narrative purpose. But once Muntz turns on Carl, the movie suffers from something rarely seen in a Pixar film – a lack of imagination.

What happens once Muntz goes on the offensive is that this marvelously inventive and original script turns into a pretty standard fight and chase movie. Although it’s enlivened by nice touches (when the two old men reach back to get a full swing at the other, they both end up wrenching their backs, for instance), UP at this point is mostly reduced to action sequences, sequences that seem to have more to do with Errol Flynn heroics than with character-revealing acts of courage. I’m not saying the fights and chases aren’t done well. What I’m saying is that for the first time in the movie, I caught myself thinking: “Oh yeah, I’ve seen this before.” Now for a Dreamworks production, that wouldn’t be much of a surprise, But for Pixar, that’s a bit of a comedown. It certainly doesn’t ruin the film, by any means. In fact, I think the movie’s engendered so much good will up to that point that momentum alone is enough to keep it afloat. But unfortunately for Pixar, it has set the quality bar so high, that when a very good film isn’t excellent it seems like a letdown. So to keep things in perspective, just remember: this particular letdown has a huge upside. Go see UP.