A couple years ago, writer/director Sean Baker had a hell of an indie breakout with his heartfelt, shot-on-iPhone ‘Tangerine’. His follow-up, ‘The Florida Project’, has higher production values (plus Willem Dafoe, whose face is practically production value alone), but maintains the movingly non-judgmental and humanistic portrait of fringe characters with messy lives.

It’s beautiful little film that confirms all the promise Baker showed in ‘Tangerine’ and arguably even tops that movie’s considerable achievements.

The setting is a motel called The Magic Castle. It’s a cheap spot on a strip of gun ranges, diners and discount stores surrounding Disney World in Orlando – the sort of place most tourists carelessly drive by or book by mistake, while serving as a sad home for folks with no other options. Baker shoots the location in a way that acknowledges both the surreal nature of the purple castle off the highway and the sad and very real lives lived there. The story plays out primarily in vignettes. The most screen time goes to a young girl named Moonee (played by the remarkable Brooklynn Prince), her friends, and her mother Halley (Bria Vinaite). We watch them play and goof off around the area, while Halley struggles to get by selling perfume in the parking lots of more expensive hotels, taking leftovers from restaurants, and other even more unfortunate vocations. Supervising this is Willem Dafoe in a beautifully understated performance as a hotel manager who feels deeply for the lives around him, no matter how difficult they make his existence.

For the longest time, ‘The Florida Project’ feels plotless, but Baker is so good at creating cinematic images out of small moments that the movie bounces along with the gleefully energy of its pint-sized protagonist. Brooklynn Prince is extraordinary as a young girl with boundless energy and imagination, but few resources and many bad lessons. Baker treats the girl with such respect and empathy that it’s hard to tell where his script ends and her freeform improv begins. Bria Vinaite is just as wonderful as her mother, clearly the product of an equally troubled youth, but communicating it through posture, speech and behavior with no needless backstory. The movie has a deeply moving plot, but Baker so cleverly weaves it into his well-observed, hilarious, and tragic digressions that most viewers won’t even realize the actual story until it snaps together in painfully moving ways.

This so easily could have been a manipulative message movie or an awkward ogling of the impoverished. Thankfully, it’s not. Sean Baker’s heart is too big for that. Though fascinated by the tragically surreal setting, Baker cares deeply about the people he presents and loves his performers just as much, allowing them the freedom to define their characters on their own terms. In the end, ‘The Florida Project’ is no freak show, but a poignant portrait of the lives that so many people drive past without giving a second thought. That the story occurs so close to the manufactured fantasies of Disney World starring characters who will never touch those corporatized dreams is an irony that certainly isn’t lost on the filmmaker. In fact, that’s very much a central part of ‘The Florida Project’, though to even hint at why would spoil what is sure to be one of the most uniquely magical movie moments of the year. You’ll know it when you see it, provided that tears aren’t blinding your view.