Once upon a time… and they all lived happily ever after. These tried-and-true phrases are typically associated with the beginning and end of many beloved childhood movies. It evokes a sense of hope (good, once again, prevailing over evil!), along with a promise that this story will continue on in its blissful existence long after the credits stop rolling. However, not every kids’ film ends up adhering to this uplifting, fairytale-type formula. In fact, one could argue that some kids’ movies are downright terrifying and could make even the most self-composed adult cower in fear. And, in my opinion, no film better fits that description than the 1985 Walt Disney Pictures production of Return To Oz. Or, as I like to refer to it, The Film That Should Be Paying For My Therapy.

For those of you who are unfamiliar with the premise, Return To Oz serves as a follow-up story about Dorothy Gale, detailing what her life was like after her journey down the Yellow Brick Road. The movie wasn’t deemed an official sequel to its predecessor The Wizard of Oz, but instead offered up a brand new — and much darker — story about everyone’s favorite ruby-slipper-wearing girl and what happened once she returned home to Kansas. (Spoiler alert: It wasn’t going well.)

Several of the storylines and characters themselves are downright nightmare-inducing to the point where now, even rewatching it as an adult, I cannot believe this film only has a PG rating. Return To Oz is truly one of the scariest kids’ movies in existence, and we need to talk about it.

If I only had a brain

If you thought that falling houses and melting wicked witches were a bit too graphic for children, that’s nothing compared to the treatment Dorothy receives from her own family, who’ve grown tired of her endless stories about her supposed trip to Oz. Believing the whole ordeal to be a figment of her imagination, they send Dorothy to a facility to undergo electro-shock therapy in the hopes that these treatments will zap any residual thoughts of Oz out of her head. That’s right, my friends — Auntie Em has gone full villain.

Luckily, Dorothy gets saved by a mystery girl and finds her way back to Oz before any physical damage to her brain is done. But the emotional damage of being betrayed by your loved ones? Now, that’s an entirely different story.

Off with your head

While Dorothy’s first trip to the Emerald City was filled with singing and dancing in all its technicolor beauty, the place she returns to is almost unrecognizable. Scarecrow, who has become the ruler of Oz, has gone missing, and his absence has turned a once magical place into complete chaos and ruin. The Tin Man and Cowardly Lion have been turned to stone, and there are people known as The Wheelers roaming around who have wheels for hands and feet (though it’s their masks that are truly terrifying, IMO).

Then, of course, there’s Princess Mombi, who seems nice enough at first until she takes Dorothy to see her collection of heads that she’s procured. That in itself is horrifying, but this film takes it to a whole other level by making Princess Mombi able to wear these various heads at her leisure, as if they were hats. And when she sleeps? Headless! Which is how she goes after Dorothy when she tries to escape. If that scene doesn’t get your heart pounding, nothing will.

Between a rock and a hard place

Dorothy eventually comes face to face with the Nome King, the one who abducted Scarecrow and proclaimed himself the new ruler of Oz. He isn’t all that frightening at first, giving Dorothy a chance to save her friends. However, once she starts to win, he becomes angered and transforms into this creepy rock monster. (Some men really do need to work on controlling their feelings. They’re so emotional.)

He ultimately gets defeated — due to being allergic to eggs, I guess? — but the graphics department did a pretty good job of making him a scary figure. I thought maybe I had just built it up in my mind from childhood, but even as an adult, that dude was one scary rock. And the fact that he was about to eat all of Dorothy’s friends? Truly chilling.

What came first, the chicken or Toto?

Honestly, this isn’t a “scary” part of the movie, per se. However, it really was an interesting choice to have Dorothy’s pet companion be a talking farm chicken named Billina instead of her lovable dog, Toto. Why did being in Oz allow Billina to talk, but that didn’t happen for Toto in the original? This plot point left me more confused than anything else, but it’s still worth noting. And with all the other frightening stuff going on in this film, I really could’ve used some of that Toto cuteness. Just saying.

All in all, Return To Oz is wild and definitely a darker take on Dorothy’s story and Oz in general. Does that make it a bad film? Not necessarily — I guess it just depends on what type of vibe you’re going for. Or maybe it falls into the category of being so bad that it’s actually kinda good. Either way, I’m sending them my therapy bill. We’re not in the usual family-friendly Kansas anymore, Toto.