Caution: May contain mild spoilers.

One of the most mystifying things about the deadened, toneless Twilight films was why, when the books were so big and the movies so hotly anticipated, Catherine Hardwicke and her producers assembled such a scattershot cast of random, not particularly exciting actors. Elizabeth Reaser is a great actress, Michael Sheen certainly has some fun in the last film, and Billy Burke has his gruff-dad moments, but beyond that there really isn't much to work with. Even the leads, Kristen Stewart and Robert Pattinson, pretty and frowning as they are, are leaden and dull. And thus the grand swoop of the story, what should be all high drama and dire romantic stakes, feels less-than, is muffled and oddly muted. I almost think I'd be curious to see a glossier remake of the saga, punched up and given some injections of true Hollywood glitz. Though Beautiful Creatures, the new supernatural teen romance also adapted from a popular book series, may suffice.

A Southern Gothic tale of witches and family secrets, Beautiful Creatures is essentially Twilight set in a new place and with better actors. The gender roles are switched — regular boy meets supernatural girl (though boy still has to protect girl, ugh) — but the basic structure is the same. The story concerns a high school junior named Ethan (Alden Ehrenreich), who is bookish but fit, the kind of boy you definitely take home to mama. Ethan's mom is dead, and his never-seen father has holed himself up in his room in mourning. So Ethan is mostly on his own, taking nighttime runs through his sleepy South Carolina town, dreaming of getting out, hoping for an exciting big city life. When he meets the new girl in school, a mysterious brunette named Lena Duchannes (Alice Englert), a relative of a wealthy but reclusive local family rumored to be satanists, he's immediately enthralled. She's exciting, she's different, she's read even more books than he has. Lena, of course, doesn't initially reciprocate. She tersely resists as long as she can, but Ethan's charms eventually prove too powerful. They begin a dip into puppy love together and all is lovely and sweet, except, as always, for one small problem. On her fast-approaching sixteenth birthday, Lena might become an evil witch who could very well kill Ethan and anyone else she wants.

Lena and her hilariously costumed family — among them Uncle Macon (Jeremy Irons), wicked cousin Ridley (Emmy Rossum), Aunt Del (Margo Martindale), and kindly grandma (Eileen Atkins) — are what are called "casters." Really they're witches and warlocks, but they think those terms are derogatory or something, so they've chosen to align themselves instead with fishermen or Bernie Telsey. Caster women have the unfortunate fate of being "claimed" on their sixteenth birthday, either by the light side of magic or the dark. Lena desperately wants to be a Gryffindor, I mean light, but fears there's too much Slytherin, I mean whatever, in her blood. It doesn't help that her evil mother, who has possessed the body of a local religious nut (Emma Thompson), is hellbent on getting her daughter into Darkness Academy, while a family curse has Lena doubly likely of taking the black. So Lena and the remarkably credulous Ethan quest to find a way to save Lena from the dark, while the grand event, which just happens to fall on the same day as a big Civil War reenactment, ticks ever closer.

So we're dealing with urgent but thwarted first love, with disapproving family, with a secret world operating just under regular people's noses. That's pretty much Twilight, right? But in the case of Beautiful Creatures, the writer and director Richard LaGravanese (who adapted from the book by Kami Garcia and Margaret Stohl) has infused his silly story with occasional flurries of wit and cultural texture. Clever little jokes pop up with alacrity far more frequently than one would think. The mossy Southern town glows and hisses with mood. There's a genuine spirit in the air that is entirely lacking in Twilight's five-movie run.

LaGravenese cast well, too. Ehrenreich is surprisingly goofy for someone with his laser-cut Dior model looks, and it's not hard to see why Lena's defenses quickly fall to his charm, dorky, snorting snicker and all. (His laugh reminded me of a young Leonardo DiCaprio's.) Englert, an Aussie doing a decent enough Southern lilt, gives her too-passive character a bit of grit and backbone, and shows an admirable commitment to the silly material without ever tipping into gooey over-earnestness. Both she and Ehrenreich are pitched just right, in fact; two doe-eyed teen romancers who actually have vibrancy beyond their gushy feelings for one another. They're ably supported by the adults, mostly notably Emma Thompson, who gets one particularly glorious scene of letting it all hang out, set inside a church for camptastic dramatic effect. She plays unhinged Southernness quite well; I wish someone would cast her in some weird experimental production of Streetcar. She's clearly having good fun, and she brings out fine stuff from Jeremy Irons, who spends his first Thompson-less scene looking a little stiff and embarrassed to be there. Viola Davis plays Amma, Ethan's mother's best friend and his watcher of sorts, and she's at least given one good exchange with Irons before she's relegated to the role of exposition dispenser. Emmy Rossum makes a surprisingly kicky impression as the bawdy bad witch; between this and her increasingly rich work on Shameless, I think it's high time I reconsidered my stance on this actress.

Despite all the kitschy Southern creep and truly terrible special effects, Beautiful Creatures did manage to sneak a few strains of actual sentiment past this otherwise reasonable adult's bullshit detector. Ehrenreich and Englert are winsome enough that it was hard not to feel a little swoon when they first kissed, or when they dreamed aloud about getting out of town and starting the vague but exciting real lives they feel destined for. The dreamy final scenes of the film shimmer with a summery melancholy that is more emotionally on-key and effective than most anything else in the recent spate of young adult films. We're still dealing with a B-movie here, one beholden to a certain form and structure, but it hits the usual beats from just a slightly different angle than expected. Beautiful Creatures is often funny and sweetly romantic. In some ways I wish they could have dispensed with all the supernatural stuff, which is when the movie feels most hurried and sloppy, and simply made a movie about these two likable kids aching for each other and for whatever new lives await them just outside of town. We all remember some kind of feeling like that, of teetering on the brink of the big and thrilling unknown. And while there may not have been witches and family curses to contend with, damned if those old days didn't still feel pretty magical.