The Conjuring was my favorite movie of 2013. It rocked rich characters, some fascinating mythology, stunning cinematography and a slew of extremely effective scares. I was beyond thrilled to see the Annabelle spinoff in theaters the following year, but it didn’t come anywhere close to the quality of its predecessor and completely failed to tap into what made the Annabelle doll so creepy in the opening of the first film. That being said, it’s probably no surprise that I didn’t have the highest expectations for the sequel, Annabelle: Creation, but it turns out this is actually one of those rare sequels that far exceeds the original.

As the title suggests, the movie takes place before the events of the first Annabelle movie and covers how the doll became creepy and dangerous. That element of the movie works well enough, but even better, Annabelle: Creation also features a batch of extremely likable and engaging new characters. Stephanie Sigman steps in as Sister Charlotte, a nun looking out for a group of orphan girls in need of a place to stay. Lucky for them, a dollmaker and his wife offer to take them in after losing their own daughter in a car accident years prior. But soon after moving into the house, strange things start to happen and a malicious force targets one of the young girls, Janice, played by Talitha Bateman.

Janice and her best friend Linda (Lulu Wilson) appear to be the youngest of the bunch, and the two get picked on by the older girls quite a bit. Wilson and Bateman are both exceptional in the roles and have tons of chemistry with one another, so it’s impossible not to root for them. Earning even more sympathy for Janice, she suffered from polio and has a difficult time walking on one of her legs. You feel for her, but the movie doesn’t treat it as a pity party. Both Janice and Linda are very smart, capable characters. There’s a severe threat lurking in the house and they may be at a disadvantage in some respects, but you care about them and also believe they have a chance to beat this thing, and that keeps the suspense sky-high throughout.

You may expect as much from Wilson if you’ve seen Ouija: Origin of Evil, but Bateman was really a nice surprise. She’s got a bunch of credits to her name but nothing particularly substantial, so hopefully Annabelle: Creation will lead to many more opportunities for her on the screen. The pairing of Bateman and Wilson is key to the success of the film. The heart of Annabelle: Creation is their “so close they’re sisters” relationship. It’s highlighted throughout and woven into the narrative in some smart, unexpected ways that keep you on your toes and make the story increasingly more powerful.

As for Annabelle herself, Sandberg seems to have taken a cue from The Conjuring and Insidious, especially when it comes to shot composition and the score, and it winds up serving the title villain very well. The way Sandberg utilizes the doll is extremely effective, especially during a few very clever stunt scenes that feel reminiscent of The Conjuring but are fresh enough to deliver a fun, unique thrill you don’t see coming.

The one component of Annabelle: Creation that comes close to being a total failure is the dollmaker (Anthony LaPaglia) and his wife (Miranda Otto). There’s nothing wrong with LaPaglia and Otto’s performances, but it’s tough for their characters to make much of an impression when they’re almost completely ignored for most of the movie. The cold open is extremely chilling, but when the focus completely shifts to Sister Charlotte, Linda and Janice, they steal the show and it’s no big deal because LaPaglia and Otto spend most of the film hiding in the shadows. But fortunately this issue is solely problematic for their characters – not for the Annabelle mythology or for Janice and Linda’s story.

Between this and Lights Out, director David F. Sandberg is clearly one to watch. With Annabelle: Creation he manages to successfully do his own thing while still respecting a past installment – and considering how I felt about the past installment, that’s extremely impressive. Annabelle: Creation also proves that these Conjuring spin-off movies have potential. After the release of the first Annabelle, I began to think these movies needed Ed and Lorraine Warren. But it turns out, strong characters are the key, and ones like Janice and Linda have absolutely no trouble supporting a Conjuring franchise movie.

Grade: B+

Annabelle: Creation will be released August 11.