With his wife gone and commercial developments sprouting like iron weeds on all sides of his trim little Victorian home, Carl (a character inspired in part by Spencer Tracy and Walter Matthau, and voiced with gruff affability by Ed Asner) is literally besieged. After he half-accidentally bloodies a construction worker with his cane (yes, there is actual blood which, though understated, provides a mild shock), he is court-ordered into a retirement home. The orderlies who come by to pick him up, however, ought to have paid a bit more attention to the empty helium bottles littering the front yard: Carl has decided to escape in the only direction he can. (Hence the movie's title.) Several thousand brightly colored balloons later, he is aloft, a deliberate Dorothy steering his house into the blue yonder.
His destination is Paradise Falls, South America, a "land out of time" that he and Ellie had long pledged to visit in emulation of their childhood idol, celebrity explorer Charles Muntz (Christopher Plummer). In classic tradition, Carl bears with him an unintentional stowaway, eight-year-old scout Russell (Jordan Nagai), and when he reaches his destination, he encounters an array of talking dogs and prehistoric flightless birds, as well as another old traveler whose own curdled dreams and unkept promises have left him more embittered still.
In contrast to the near-photorealism of Wall-E's first half, Docter and production designer Ricky Nierva steer clear of the "uncanny valley" by opting for what they call "simplexity," with characters assembled from basic shapes, like children's toys. Carl is literally (as well as figuratively) as square as a Playmobile retiree, and Russell shares not only the oblong shape but also the innocent tenacity of a Weeble. Working with such simple elements, the filmmakers nonetheless manage to construct images of unanticipated beauty: the balloons that tug gently skyward like an inverted bunch of Technicolor grapes; the faded but still vivid portraits discovered in an old photo album. For those who see the film in 3-D, Pixar's technical folks have done a nearly seamless job, and Docter et al. have the decency to forsake throwing things at the audience every ten minutes. On the aural side, the proceedings are nudged along by a gorgeous waltz from composer Michael Giacchino that is by turns bouncing, wistful, weepy, and exuberant.
Up is not without flaws. Carl and Russell's equatorial odyssey at times settles for cliche, and there may be one or two too many aerial cliffhangers during the climax. But such concerns barely rise to the level of quibble. Up is once again cause to ransack the cupboard in search of any superlative that has not already been cast Pixar's way. It may not be the studio's most ambitious film, but it is perhaps its most touching.
Though the quest to find a lost loved one is a common theme in the Pixar oeuvre, in this case it is abstracted a level. What Carl hopes to recover is not Ellie herself, but rather what she embodied for him: the consolation of family, hope for the future, a reason to go on. I trust I am not giving away too much by reporting that, in the end, he finds all three.
This post originally appeared at TNR.com.