When it comes to Marvel movies that aim for family audiences and contain a female superhero in the title, I vastly prefer the nimble, playful Ant-Man and The Wasp to the confusing, labored Captain Marvel. In the first MCU film to headline a solo female superhero, writer-directors Anna Boden and Ryan Fleck (Half Nelson, Sugar) try too hard to mix empowerment with action poetry while depicting an alien incursion in Los Angeles and an intergalactic war and preparing for Avengers: Endgame. That’s too much luggage to carry for independent filmmakers who’ve never shown kinetic flair or talents for fantasy. Mixing jagged flashbacks and murky memories with the requisite pyrotechnics, they fumble the story of a half-human, half-alien space soldier named “Vers” who discovers that she was once a United States fighter pilot named “Carol Danvers,” then unleashes the full intuitive power that will turn her into Captain Marvel. As Vers/Carol Danvers/Captain Marvel, Brie Larson could use a lot more brio. She play-acts feistiness with a thin voice, tight smiles, and coy sidelong glances. Lacking a unifying vision and a charismatic star performance, this film is less a big-screen comic than a patchwork quilt.

Six years before the movie’s start, Vers regained consciousness as an amnesiac on Hala, the home planet of the Kree, a handsome super-humanoid race of self-styled noble warriors. As a human-Kree hybrid, she possesses the Krees’ mighty strength and resilience and blue blood from a Kree transfusion. She also boasts the unique ability to launch leveling “photon blasts” from each hand. When she comes into her own as Captain Marvel, she masters ultra-speedy space flight—without a vehicle. A skin-tight mask crawls over her face and pushes her hair into a mohawk as soon as she leaps into the void.

Jogged by familiar sights when she plummets from the heavens and makes an unplanned mission to planet Earth, which the Kree identify as C-53 and dub “a real shithole planet” (earning a big laugh), she learns that she had been a more conventional flyer in an earlier life as USAF ace Carol Danvers. And we learn that the film takes place in the mid-1990s, years before the overarching MCU saga that began with Iron Man (2008) and will finish with Avengers: Endgame.

Executive producer Jonathan Schwartz told Entertainment Weekly that this choice enables Danvers to “carve out” a place where she isn’t one superhero “out of many.” The immediate benefit for us is that sections of the film unfold like Trivial Pursuit, ’90s Edition. The moviemakers fill images with period artifacts. It’s fun to see Vers blast Arnold Schwarzenegger in a True Lies stand-up display. It’s quaintly hilarious to see Marvel characters insert a floppy disc into a computer that marks time left for a download with an animated sand-glass. And it’s a kick to see Vers navigate an L.A. where commuters are getting used to light rail. Any self-respecting strip mall in the Mayor Riordan era would contain a Radio Shack: Vers patronizes one for equipment to make payphones capable of intergalactic calls.

The narrative engine kicks in when reptilian, supposedly vicious shape-changers, the Skrulls, follow Vers to Earth in pursuit of “lightspeed engine” technology. Connected to the cataclysm that nearly killed Danvers a half-dozen years before, this engine could shift the balance to the Skrulls in the war they’re waging with the Kree. Unfortunately, the plot plays out in unexceptional pursuits through top-secret Air Force installations and a confidential orbiting laboratory. The high adventure obscures rather than illuminates Vers’s psychological odyssey. The need to explicate fresh pieces of Marvel mythology slows down the movie.

After crashing through the top of a Blockbuster video store, Vers feels drawn to a VHS box of The Right Stuff. It’s an amusing reference, like a later one to Pancho Barnes’s bar, the clubhouse favored by Tom Wolfe’s test pilots. Larson’s version of fighter-jock grit, though, doesn’t carry any emotional weight. Boden and Fleck reduce it to flashes of Danvers rocking out with a female aviator pal or exuding take-charge attitude in flight suits and aviator glasses. It’s as if she’s modeling Right Stuff costumes for Young Adult fans to sport for Halloween.

The clunky overlay of uplift overwhelms the gags and wisecracks. Boden and Fleck and their co-writers (Geneva Robertson-Dworet; Nicole Perlman and Meg LeFauve share story credit with all three) resort to messagey flash-card vignettes. These motivational images culminate in a montage of the heroine reclaiming her Carol Danvers identity: she thinks back on times when she had to pick herself up, brush herself off, and start all over again, on a baseball diamond, a go-kart track, or a military-training rope climb.

As Boden and Fleck showed in It’s Kind of a Funny Story (2005), at their best they are able to bring a sensitive, comic touch to adolescent and arrested-adolescent situations. Not here. It should be affecting to see the supremely fit and confident Larson struggle to distinguish between Vers’s human self and her Kree persona. But the heavy plot machinery and the pep-rally ambiance keep getting in the way.

The filmmakers are unexpectedly dexterous at integrating Captain Marvel into the established cast of MCU characters. Fans will get a kick out of the reappearance of Clark Gregg’s Phil Coulson, good-guy agent of the Strategic Homeland Intervention, Enforcement and Logistics Division, aka SHIELD. Gregg has been digitally youthened by 25 years. So has Jackson as the higher-ranked SHIELD agent, Nick Fury.

More important than the digital trickery is the evidence of how skillful Fleck and Boden are with actors unburdened by expectations. The males have most of the fun in Captain Marvel. Playing an unjaded Fury ignites Jackson’s élan vital, whether he’s telling Vers he can’t eat toast that’s cut diagonally or showing off old-school detective tricks to his alien partner, such as capturing a fingerprint on adhesive tape. His collegial fondness for Larson—and Fury’s for Vers—is undeniable.

So is his love at first sight for an orange tabby cat named “Goose” (played by “Reggie,” another breakaway male performer). This darn cat, dubbed “Chewie” (after “Chewbacca”) in the comic books, is not merely Goose to Larson’s Maverick but the entire film’s secret weapon. It’s jolly to see g-force flattening out his little body. The wayward yet uncanny intuitions cat lovers sometimes ascribe to their pets apply tenfold to Goose. Captain Marvel comics readers will erupt in laughter when Ben Mendelsohn, as Talos, the Skrulls’ leader, shivers at Goose’s presence and insists that he’s a “Flerken.”

Mendelsohn, an actor who never lets down his team, has a twinkle in his eye and in his voice as he employs his native Australian accent for his true Skrull personality. It’s as if he knows that to movie audiences the Aussie drawl signals down-home/Down Under authenticity. It makes him an ideal foil for the preternaturally crisp Jude Law as Yon-Rogg, Vers’s commander, martial-arts tutor, and would-be tough-love father figure. Abetted by the well-oiled Marvel machine, the filmmakers execute the combat between Talos’s slippery figures and the latter-day Spartans of Yon-Rogg’s “Starforce” with a welcome focus on one-to-one combat. After all, with those chameleon-like Skrulls, we can’t be sure who he’s fighting.

Anchoring the erratic cast with mature wit and authority is Annette Bening. She sparkles in an ideal Bening role: “Supreme Intelligence.” You see, every Kree citizen filters his or her mind through the race’s Supreme Intelligence. In turn, the S.I. modulates its appearance to fit each person specifically. In practice, all this means is that Vers assumes a Kree yoga pose and gets patched into the S.I.’s consciousness, where she talks to the S.I. face to face. It makes sense and comes as a relief when Bening shows up not only as Vers’s S.I. but also as one of Danvers’s role models, an aeronautics engineer named Wendy Lawson with some Kree mysteries of her own. Lashana Lynch imbues Danvers’s best friend and fellow pilot Maria Rambeau with stubborn intelligence and a warm sort of competence, and the adorable Akira Akbar, as her 11-year-old daughter Monica, succeeds at finding the comedy in a succession of all-too-teachable moments—especially when Monica prods Maria into becoming her high-flying role-model by joining “Auntie Carol” on a life-or-death military operation.

Even in the movie’s bright spots, its would-be “inspirational” architecture obtrudes on the art. A pedantic undertow snags the story’s most perilous, violent turns: they’re designed to instruct us that, as Mary Poppins sang, “A cover is not the book.” The filmmakers’ persistent earnestness and Larson’s uptight attitude keep undercutting their goal of creating an organic entertainment.

It seems smart for Boden and Fleck to pay homage not just to pop phenomena of the ’90s but also to the movies that were then seen repeatedly on cable and VHS tapes. The action high point is a SoCal version of the car/elevated rail chase from The French Connection. But these echoes ultimately expose this movie’s lack of imagination. Near the end, Danvers/Vers, in her ultimate glory as Captain Marvel, confronts an opponent who dares her to a fair fight. Her response mimics the moment in Raiders of the Ark when Indiana Jones faces a master swordsman and suddenly decides he’s tired of this dueling shit and casually shoots him dead. Seeing Raiders even today, his reaction is a delightful surprise, because it grew from spontaneous interplay on the set. When Larson’s Captain Marvel does something similar, it feels ordinary.

Don’t get me wrong: I’d feel great if Fleck and Boden had pulled off a scintillating feminist epic that smuggled in a bunch of salutary themes. Sadly, Captain Marvel’s entertainment value is inversely proportional to its gender-breakthrough aspirations.

Michael Sragow is a contributing editor to Film Comment and writes its Deep Focus column. He is a member of the National Society of Film Critics and the Los Angeles Film Critics Association.