Although Disney is known nowadays for its animated properties, Disney's live-action films are not to be discounted. Many of these films have as much heart and character as their animated counterparts. However, as they are at least somewhat based on reality, they also tend to be a little darker.

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Live-action Disney movies usually appeal to older audiences, meaning they can explore darker story elements. Whether they have supernatural aspects or more adult themes, these movies showcase a grimmer side to the Disney canon. They vary in tone but do not shy away from the darkness.

10 Holes' Camp Green Lake Has Many Secrets

Shia Labeouf as Stanley Yelnats in Holes (2003)

Holes is the story of Stanley Yelnats, a boy who was in the wrong place at the wrong time. Although he did nothing wrong, Stanley is convicted of stealing a famous athlete's shoes and is sentenced to work at a camp for young men called Camp Green Lake. While there, Stanley meets many colorful characters and learns a lot about the dried-up lake and the history surrounding it.

One such story is about an old school teacher named Kate Barlow, who became an outlaw after her beloved Sam was killed for being with her. Kate then took her vengeance out on the sheriff and conquered the west, leaving a trail of corpses with lipstick on their cheeks. Her tale is tragic and fairly gruesome for a movie about an unlucky kid digging holes.

9 Tron Is A Grim Tale Of Intelligent AI

Tron and Kevin Flynn talking in Tron.

Tron was a groundbreaking film upon its release for its use of CGI. However, the story goes beyond cool effects. Kevin Flynn is an arcade owner who used to work for a high-profile tech company. When a security AI begins to have a mind of its own, Flynn is recruited to help expose his old company's Senior Executive. However, while tampering with the network, the Master Control Program (MCP) recognizes him and brings him into the digital world.

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While in the Grid, Flynn discovers that the MCP has been forcing programs to fight to the death in gladiatorial games, seemingly for its amusement. The concept of a computer program becoming sentient and forcing others into challenges to the death realizes a fear that AI will take over one day. The MCP's despicable agenda is fairly dark, even for a live-action Disney movie.

8 Alice In Wonderland Is A Dark Re-imagining Of A Quirky Tale

Alice and the Mad Hatter prepare to lead an army against the Red Queen in Alice in Wonderland.

Tim Burrton's Alice in Wonderland is a gothic, eerie interpretation of the Lewis Caroll tale. The film plays heavily on dark story elements, such as murder and genocide. Although there were dark themes in the original, the Burton film tends to lean on them more heavily.

Alice's personality is also more dower. She does not take anything she sees in Wonderland seriously until she can no longer deny the stakes that lie before her. As Alice courageously takes up a sword at long last, a violent battle ensues that culminates with Alice lopping the head off of a Jabberwocky. This dark tale was made even grimmer by Burton's trademark touch.

7 Pinocchio Shows Many Children In Peril

An image of children going on a rambunctious rampage through Pleasure Island in the 2022 Pinocchio remake

Pinocchio is the most recent Disney live-action adaptation of a classic Disney film. The story follows a wooden puppet who has just gained sentience with the help of a blue fairy. Unfortunately, as he is new to the world, Pinocchio makes many poor decisions that leave him facing terrible consequences.

Pinocchio is kidnaped and forced to perform, led to an island where children are turned into donkeys, and even swallowed by a sea monster. Although Pinocchio survives all of these ordeals through the power of truth and friendship, many are still haunted by the many children who now seem to be donkeys forever.

6 101 Dalmatians Displays Assumed Animal Cruelty

Glenn Close as Cruella de Vil in 101 Dalmatians.

101 Dalmatians is an older Disney live-action adaptation starring Glenn Close as Cruella DeVil. The story is mostly the same, with Cruella out to make a fur coat from Dalmatian fur. However, the story seems so much darker when told from a live-action perspective.

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Close's portrayal of the dastardly fashionista sends chills down even the bravest of viewers' spines. A person who kidnaps puppies simply to make a coat is one of the scariest and most villainous evildoers in Disney's canon.

5 Pirates Of The Caribbean Has Skeletal Ghosts & Violence

Jack Sparrow and Hector Barbossa aboard the Black Pearl Pirates of the Caribbean: At World's End

Pirates of the Caribbean took the early 2000s by storm with its supernatural elements and adventurous setting. The story of Captain Jack Sparrow, Will Turner, and Elizabeth Swan is a harrowing one full of swashbuckling, violent battles, and terrifying skeletal pirates.

Cursed by Aztec treasure, the crew of the Black Pearl sails endlessly, longing to find someone who can heal their plight. Although it is not considered an outright horror film, it still has many mature themes and terrifying imagery to make this one of Disney's darker showings.

4 Hocus Pocus Features Child-Eating Witches

Sanderson sisters from Hocus Pocus

Hocus Pocus is the cult classic Halloween movie about a teenage boy named Max who inadvertently brings back three horrifying witch sisters to Salem. On a mission to devour children's souls to become beautiful, the Sanderson sisters terrorize Salem, hoping to renew their beauty as they tried to do three hundred years ago. However, Max, his sister Dani, his crush Allison, and a black cat named Thackery have other ideas and do their best to trap the sisters once more.

Though many love the Sanderson sisters for their villainous ways, there is no denying that feeding off of the souls of children is a grim story element, even for a Halloween film. However, long-time fans can finally rest assured that the Sanderson's will not be coming back as per the events of the newly released Hocus Pocus 2.

3 Into The Woods Stays Truer To The Stories' Origins

Into The Woods disney cast

Into The Woods is a musical film adaptation that tells the stories of many fairytale characters. However, like the Grimm fairytales, they are based upon, the stories do not have pleasant means to their ends. Nor do they have happy endings.

The Baker's wife dies after having an affair, leaving him to raise their son on his own. Likewise, Cinderella leaves her Prince, while Jack's mother is killed by the giant. The whole tale goes to illustrate that people should be wary of what they wish for and that bad things are always going to happen, even after dreams are achieved.

2 Cruella Highlights The Dark Side Of The Fashion Industry

Cruella Deville In Cruella

Cruella acts as a prequel to the aforementioned 101 Dalmatians. The story follows a young girl named Ella who has a temper and a love of fashion. When she and her mother move to London, they go to visit a rich and mysterious woman. However, the meeting does not go well, and Ella's mother is killed.

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Years later, Ella grows up to work for the mysterious woman, The Baroness, becoming her assistant and eventually a designer. Angry and vengeful over her mother's death, Ella concocts a plot to undermine the Baroness at every turn and eventually exposes her for the murderer she is. The mature themes and heinous things the Baroness does to stay in power were surprisingly dark, even for a Disney movie about a villain.

1 The Haunted Mansion's Ghosts Died In Disturbing Ways

Eddie Murphy holding a torch in The Haunted Mansion movie.

The Haunted Mansion stars Eddie Murphy as a real estate agent looking for one last booking before he and his family head out on vacation. Seeing the grand Gracie estate, Murphy's character, Jim Evers, sees the potential for a big sale. However, evil spirits reside in the manor and trap the Evers family after seeing Jim's wife Sarah's resemblance to the late mistress of the estate, Elizabeth.

Centuries ago, Elizabeth seemingly poisoned herself. In his grief, Edward hanged himself and is now trapped within the confines of Gracie Manor, doomed to search for his lost love. However, it is later discovered that the butler, Ramsley killed Elizabeth, as he thought her union with Edward was unfit. Ramsley is then dragged into a fiery pit by the house, and Edward and Elizabeth's souls are finally freed. The gruesome tale of murder and the petrifying hell scene at the end were enough to solidify this film as the darkest in Disney's live-action canon.

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