Back in the 1980s, Walt Disney Pictures was responsible for some of the scarier horror movies—and they were marketed at kids. 1983's "Something Wicked This Way Comes" and 1985's "Return to Oz" are two that come to mind. One cannot imagine the Mouse House producing these films today. They were dark, frightening, perverse, and somehow rated PG. Still, watch "Return to Oz" today and try to imagine how little tykes in the audience must have reacted back in the day to the Wheelers (nasty punks who roll around on wheels in the place of hands and feet), to two young girls being chased through a foreboding mental hospital, or to the scene where a room filled with spares heads in glass display cabinets are simultaneously awoken and scream for the disembodied witch Princess Mombi to catch Dorothy. "The Wizard of Oz" may have had the Wicked Witch of the West, but she was small potatoes in comparison to the nightmarish landscape that "Return to Oz" depicted. As family films have become increasingly watered-down and patronizing in the last ten years or more, they have lost their convictions out of fear of offending soccer moms.

"Hocus Pocus" isn't all that horrifying in the conventional sense—its tone is generally lighter and more humorous than the bleak, carnival-set "Something Wicked This Way Comes," for example—but any movie that can involve witches, child murder and zombies and still be supported by Disney safely falls into that realm of family-targeted horror. Released in 1993 and, as far as I can remember, attracting little to no controversy, the film somehow sneaked through the system without anyone paying much attention. Perhaps the type of parents who would potentially complain about "Hocus Pocus" were instead paying more attention to Bette Midler's 1,000-watt charisma and token brassiness. Whatever the case, for an 11-year-old boy already in love with horror movies, Halloween and Thora Birch, "Hocus Pocus" was my dream movie sprung to life. Memories of first seeing it back in the summer of 1993 are still firmly etched into my consciousness. It is hard to believe fifteen years have gone by since then, but not such a surprise to note that the film in question has built a big cult following (it's shown on television every October) and become a Halloween staple for many.

Bette Midler is in top form here in one of her most entertaining roles, playing well off comic foils Sarah Jessica Parker and Kathy Najimy. The three of them are the Sanderson sisters—leader Winifred, flighty Sarah and daffy people-pleaser Mary—witches in Salem, Mass., circa 1693, who are hung for the killings of numerous children in the community. Before they die, they vow to return to life one day, conjured up the next time a virgin lights the magical black flame candle. Three hundred years later, 15-year-old Max (Omri Katz) is still brooding over his family's recent move from Los Angeles to New England, but has a crush on beautiful classmate Allison (Vinessa Shaw) to temporarily take his mind off things. While escorting precocious 8-year-old sister Dani (Thora Birch) around trick-or-treating, Max runs into Allison by chance and the three of them decide to pay a festive visit to the old Sanderson home. Upon Allison's telling of the black flame candle legend, Max makes the unwise decision to light it. The next thing they know, they are snatching the witches' spell book and going on the run as a newly revived Winnie, Sarah and Mary set out after them, determined to cast a bit of sorcery before dawn that will claim the lives of the children of Salem in exchange for giving them immortality.

Resourcefully directed by Kenny Ortega (who would later helm the popular "High School Musical" series), "Hocus Pocus" is almost three movies in one, and they're all a smash. The first is a thrilling, sometimes chilling Halloween story, wherein the Sanderson witches seek to lure children to their cottage so that they can suck the lives out of them as a means of living forever. Taken by itself, this doesn't particularly sound like fare for children, but they will eat it up. The film skirts the line between PG and PG-13, and, truth be told, the MPAA must have been asleep when they gave it the lighter rating. In addition to the (non-graphic) deaths of children and adults shown, there is a character named Billy Butcherson (Doug Jones), an ex-boyfriend of Winifred's whom she raises from the grave to do her bidding. Since Billy is tired of Winnie always telling him what to do, he eventually befriends Max, Dani and Allison. Still, it's a rotting corpse, and he loses his head on several occasions. Additionally, there is a heaping of peril and an intense sequence where Winifred, flying on broomstick, attacks the three protagonists as Max drives down the road.

As Winifred, Sarah and Mary head out into a modern world far different than the one they knew in the 17th-century, the picture becomes a spiked, clever fish-out-of-water comedy that imagines in inventive ways what it might actually be like for three old-time witches to suddenly find themselves in a vastly different era. Director Ortega and screenwriters Mick Garris (2004's "Riding the Bullet") and Neil Cuthbert (1999's "Mystery Men") give the villains naïve personalities and an endearing love/hate sibling relationship that nearly make them lovable despite being so evil. Comedy is bright and frequent in these interludes, with the witches completely confused as to why people are wearing costumes around them (it takes them a while to even figure out they are costumes), mistaking a paved road for a black pond, and mortified when a little girl dressed as an angel curtsies to them and says, "Bless you." When a man dressed as Satan invites them into his home, they assume he's the real one, and even more convinced when they get into the kitchen, see the cooking utensils around them, and assume it's his torture chamber. That "Satan" and his monotone-voiced wife ("He has a little woman," Winifred observes) are played by real-life brother and sister Garry and Penny Marshall is either ingenious stunt casting or really, really sick.

Finally, when concentrating on Max, Dani and Allison, "Hocus Pocus" becomes a more typical live-action Disney feature. There's a nice bond that grows between Max and little sis Dani, with him realizing how much she means to him. The romance between Max and Allison is sweet and inoffensive. There's a talking cat, Binx (voiced by Jason Marsden)—really a teenage boy from three hundred years earlier who was turned into an undying feline by Winifred—that Dani adopts during their eventful evening. When Thackery Binx, once more in human form, reunites with his sister (a long-ago victim of the Sandersons), it's a bittersweet moment that touches upon the hopes we all have that we may one day get to see our loved ones who have passed on.

Bette Midler (2008's "The Women") chews the scenery as the buck-toothed, lisping Winifred Sanderson, and she has a ball doing it. Midler is very funny, but also threatening when the script calls for it. She also performs a rollicking rendition of "I Put a Spell on You" as she, well, puts a spell on the guests at a costume party. As Sarah, Sarah Jessica Parker (2008's "Sex and the City") embraces her comic skills to play the prettiest, most boy-crazy, and arguably dimmest sister, and Kathy Najimy (2001's "Rat Race") portrays Mary as a woman who would be completely affable and sweet if she weren't swayed to the dark side by Winnie. Omri Katz, a popular teen actor in the early-'90s who seems to have disappeared from the acting world since then, is the sympathetic hero of the piece. His Max is just the right mixture of rebellious, mopey, and good. By the end, he has grown as a person, and as a brother. Thora Birch (2001's "Ghost World"), child actress extraordinaire of the time period, is nothing short of a delight as Dani. Birch was to the '90s what Dakota Fanning is to the '00s. Finally, as Allison, Vinessa Shaw (2006's "The Hills Have Eyes") is personable, cute and down-to-earth.

Filmed on location as well as on Hollywood soundstages, "Hocus Pocus" is a visually tantalizing, nicely autumnal part-real/part-fantasy representation of Salem, Massachusetts. The film has probably helped to increase tourism to the area, though my personal experience in visiting Salem was that the movie version of the town is more peaceful and attractive than the actual place (at least during October's in-season). The whimsical music score by John Debney (2008's "Swing Vote") aids to the cause with rousingly memorable orchestrations, particularly of note during the opening credits where a flying witch's shadow can be seen on the water as the camera moves above the river. Ideal for Halloween and beyond—kids and adults alike should be taken by its sharp humor and intermittent scares—"Hocus Pocus" is the kind of entertainment that one can watch over and over and not tire of it in the least. Not many movies can make that claim, but this one does.