The upcoming Sleeping Beauty-inspired film Maleficent has brought back memories of “scary kids films” I watched as a child that both fascinated and terrified me. I’ve seen all of these films listed below more times than I can remember. Even though I found them all terrifying in one way or the other I was also extremely drawn to them. Of course if you are 10 years older or younger than me you will have a different list of kids films that made it hard to fall asleep some nights. Let me know in the comments what kids films have haunted you.

I’ll start my list of 5 scary kids films with the woman of the hour, Maleficent, in Sleeping Beauty.

1. Sleeping Beauty (1959)

I don’t think any Disney animated movie is as scary as Sleeping Beauty. Maleficent is terrifying from the first moment she appears on the screen to the moment her dragon form is defeated. Sleeping Beauty has always been my favorite Disney movie, in part because of the striking visuals – it is a true work of art. And that is what is so great about Sleeping Beauty – it is both beautiful and scary – with a dash of much needed comedy from the three fairies.

By far the creepiest part of this movie – the scene that has stuck with me for a lifetime – is Aurora walking in a daze to prick her finger on the spindle. The look on Aurora’s face, the creepy room, the creepy music. It was so scary to me I wanted to look away but somehow always stuck around – maybe I was also in a trance. And don’t get me started about how disturbing it is to get kissed by a guy when you’re in a coma.

2. The Secret of Nimh (1982)

I have The Secret of Nimh on DVD and every now and then I think about showing it to my young daughter. This is quickly followed by my husband saying to me “Are you insane? Are you trying to frighten her?” Because here’s the thing about The Secret of Nimh. Even the good guys are scary – or at least are scary looking. But there is so much to love about this movie which follows the journey of a widowed mouse, Mrs. Brisby, trying to keep her sick son out of the way of the farmer’s plow. As her son cannot be moved she asks the super-smart rats who live under the rose bush to help her move her house instead. The characters are charming and well-rounded, and the plot is much more complex and satisfying than most films aimed at children. What’s so scary about the film? Practically everything. Images of rodents being experimented on, the Great Owl who gives her council, Jenner the power hungry rat, and even the rats’ wise leader, Nicodemus. Without the comic relief of a clumsy crow I think I might have had a panic attack watching The Secret of Nimh as a child.

3. The Lion, the Witch, and the Wardrobe (1979)

I was extremely excited when The Lion, the Witch, and the Wardrobe was made into a live-action movie in 2005. I imagine that version of the film will be the one my own kids will watch and identify with. But for me, nothing will top the 1979 animated version of the tale of four siblings and their adventures in Narnia.

There are all kinds of spooky moments in The Lion, the Witch, and the Wardrobe – and like many of the films on my list even the good guys made me nervous. Some of the scenes with Mr. Tumnus creep me out to this day.

Certainly the White Witch is evil and scary from the beginning, but I don’t think anything can prepare a young child for the Aslan sacrifice scene near the end of the film. Keep your kids close by and be prepared to shield their eyes. You might want to have an extra nightlight on hand as well.

Up next, Chitty Chitty Bang Bang and Watership Down.

4. Chitty Chitty Bang Bang (1968)

My one non-animated kids film on my list is Chitty Chitty Bang Bang which tells the story of an inventor (the delightful Dick Van Dyke) who builds a flying car. Unfortunately he and his children end up flying the car to a land where all children are imprisoned by their villainous leader.

You know you’ve got a nightmare-inducing film when one of the characters is known simply as The Child Catcher. The scene where the Child Catcher, who pulls along a circus/child cage, rings a bell and tries to lure children out of their hiding places with the promise of a lollipop is truly terrifying.

They didn’t even need to make the Child Catcher look creepy, but he is, and a very memorable, I-can’t-fall-asleep-in-my-own-bed-type creepy.

The scene where people pretend to be life-size wind up dolls is also a bit frightening to me, but the film’s music is catchy and fun to sing along with. It is well worth a Child Catcher shiver to watch Chitty Chitty Bang Bang and have the theme song stuck in your head for days.

5. Watership Down (1978)

Now let’s get one thing out of the way right from the start. Watership Down is NOT a kids film despite being an animated film about bunnies. But if you ask people who were born in the 1970’s if they saw this film as a child you will get a lot of wide eyed replies. Most of them will be something like this: “that movie completely traumatized me.”

And how could it not. Watership Down has images of bunnies suffocating underground, rabbits ripping each other to pieces, fields of blood, and don’t forget about the black bunny rabbit of death. General Woundwort is such a terrifiying monster of a rabbit he easily holds a place in my heart as scariest bunny ever. Not that he has much competition.

So why watch it? It’s a great story based on a wonderful book. The plot is simple – a group of rabbits search for a new home after a farmer destroys theirs. (Why are these evil farmers are always destroying field animals homes? How dare they make a living!) The rabbits journey is filled with colorful characters, tales of friendship, obstacles that appear to be impossible to overcome, acts of bravery, and the occasional moment of merriment.

I am clearly not the only person who feels emotionally scarred by Watership Down as a quick search on YouTube pulls up several videos that try and explain why this movie is so damn disturbing. Here is one example.