The imagery sticks with you, the tone is haunting, and the story has more emotional resonance than I was expecting.
Something Wicked This Way Comes comes from that brief, fascinating period when Disney was experimenting with a darker, more adult tone. The time when they released films like The Black Hole or The Watcher in the Woods. These were darker, PG-rated, and definitely did not deliver the typical “Disney” experience most people expect. Something Wicked This Way Comes is exactly like that.
Directed by Jack Clayton (of The Innocents and the 1974 Great Gatsby) and written by Ray Bradbury himself, based on his own novel, the production apparently went through quite a bit of trouble. Creative visions clashed, re-shoots were ordered, and the release ended up delayed. You can even see the seams in the final cut. Some scenes have the kids looking noticeably older from one shot to the next.
The story takes place in Green Town, Illinois during the 1930s, following two inseparable friends: Jim Nightshade (Shawn Carson) and Will Halloway (Vidal Peterson). Their quiet lives change when a mysterious carnival—Mr. Dark’s Pandemonium Carnival—arrives in the dark of night. The boys are the only ones suspicious about how fast it all appears, and it isn’t long before they notice something even stranger: townsfolk start having their deepest regrets and long-buried desires seemingly fulfilled. But of course, there’s a price.
As the boys try to warn the adults, the only person who begins to take them seriously is Will’s father, Charles Halloway (Jason Robards). From there, things escalate in ways I won’t spoil, but the film leans heavily into themes of death, regret, temptation, and the cost of desire—territory you wouldn’t normally associate with Disney. It’s not outright terrifying, but it’s dark enough that I imagine some parents in 1983 walked in expecting Bambi and walked out wondering why the movie had a severed head in it.
As an adult, I found the movie refreshingly moody and thoughtful. As a kid, I probably would have been bored out of my mind. The dialogue has a heightened, almost poetic quality—verging on Shakespearean at times—which gives the movie a unique voice, but also makes it feel a bit stilted. The themes are subtle, the pacing is measured, and the emotional weight definitely leans older.
Performance-wise, Jonathan Pryce absolutely steals the show as Mr. Dark. He’s magnetic in every scene. Jason Robards balances him perfectly as the film’s emotional anchor. The two boys handle their roles well, especially considering the unusually stylized dialogue they’re given.
The effects? Surprisingly solid for 1983. Some have that classic Disney fantasy/artifice quality, but several model-based moments still look impressive. There’s no CGI of course, but the practical work gets the job done and often adds to the charm.
Ultimately, Something Wicked This Way Comes works far better as an adult fantasy-horror film than a kids’ movie. It’s mild in terms of scares, but rich in atmosphere and ideas. The imagery sticks with you, the tone is haunting, and the story has more emotional resonance than I was expecting. It’s an intriguing relic from a very odd era of Disney filmmaking and absolutely worth checking out—especially now that it’s streaming on Disney+.
3.5 out of 5.0 stars
