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Martin Scorsese’s Hugo is the rarest kind of family movie: one that will appeal to adults more than it appeals to children. Now don’t get me wrong. Kids of all ages will be enraptured by the story of a young orphan who, against all odds, finds his place in the world. But unlike most cross-generational family movies, Hugo does not engage adults with ironic references or crass jokes. Instead, Scorsese’s latest is a visual delight, and its 3D enriches our watching experience. More importantly, it is thematically ambitious, using history to remind us of the imagination’s power and why we go to the movies.

Complete with an accelerating camera, a confident prologue lays out the setting and where Hugo (Asa Butterfield), an orphan, fits into it. From inside a massive clock, Hugo watches the familiar faces in a Paris’ Montparnasse Station. The Station Inspector (Sacha Baron Cohen) is nowhere to be seen, so Hugo ventures to a toy shop where he tries to steal a wind-up mouse. The Toy Maker (Ben Kingsley) catches him, demanding that Hugo empty his pockets. The contents of a notebook – which include detailed notes and drawings of a complex robot – disturb the Toy Maker. When he takes the notebook and says he’ll burn it, Hugo bursts into tears.

Back in his unlikely home, Hugo tinkers with the machine from his drawings. The work reminds Hugo of his father (Jude Law), who worked with Hugo on the robot in his spare time.  Determined to save the notebook, Hugo follows the Toy Maker home, where his god-daughter Isabelle (Chloë Grace Moretz) agrees to save it from the fire. Hugo and Isabelle become fast friends – she’s a bookworm who likes Hugo’s panache – and soon they discover the robot (called an automaton) is the source their bond. The automaton leads them on an unlikely adventure, one where they learn about the Toy Maker’s past and his unique contribution to France’s culture.

Like many others, I was skeptical of Scorsese 3D family-oriented project, and within seconds he put my doubts to rest. Hugo’s perspective – from inside the clock looking outward – is a favorite Scorsese theme (the director had asthma as a child, so his early years were spent watching neighborhood kids from his window). And if this thematic stamp is a way to assure longtime fans this is a personal project, Scorsese’s confident use of 3D is for everyone else. He sidesteps its common problems, such as simple illusions and a dark picture, with dynamic depth and the use of snow. Snow’s reflecting light makes even the nighttime scenes bright; the 3D is subtle and immersive, and the flakes are magically-rendered. When Scorsese uses 3D to call attention to a singularly big image – whether it’s the Station Manager’s face or a stunning glass palace – the result is more intense than the typical CGI epic.

From child stars to character actors, Scorsese’s cast handles the material with pathos and a lack of condescension. Moretz, who has recently appeared in adult fare, adds charm and pluck to the role (there is a terrific running gag where Isabelle uses words from her books in her everyday vocabulary). Butterfield’s role is more passive; at first, he watches people with the resigned eyes of a boy with diminished expectations, only to add dogged persistence later. The sub-plot between the Station Inspector and a florist (Emily Mortimer) is unexpectedly warm since it’s a chance for the de-facto villain to express his desires and wounds. Sir Ben has fun as a softening curmudgeon who has unexpected reserves of depth and energy. His character is what gives Hugo its soul.

Halfway through the movie, Scorsese changes its gears. His real subject, the growth of early cinema, is what adults will treasure more than children. The way writer John Logan weaves history and character development is seamless, so even the luminously vibrant flashbacks* have the excitement of pure discovery. Only later do we learn how World War I is critical to the plot, and the conflict informs how characters persevere before they recover.

Crucially, the imagery illustrates the values found in Logan’s dialogue.  There is a lot of silent film footage in Hugo – everything from early documentaries to Buster Keaton stunts – and Scorsese uses it to help the audience share his love for the classics. We come to see the old movies the way Claire and Isabelle do – with unfettered awe – and updates of familiar set-pieces further our appreciation of silent masters. In interviews, Scorsese has said he made this movie so his young daughter could finally see something her father made (she also specifically asked him to make the movie in 3D). I’m glad Scorsese’s daughter served as his muse.  She inspired to him to shows us that family entertainment can be multifaceted, thrilling us while providing thoughtful reflection.

* Like Ratatouille, another family movie set in Paris, I have a feeling film critics will appreciate one character in particular. Played by Michael Stuhlbarg, he adds context and defends cinema in a way that warms my movie-loving heart.