Lewis Carroll’s Alice’s Adventures in Wonderland (and its follow-up Through the Looking Glass) are often held up as classics of English-language children’s literature. I’m not sure how many of you have actually read them, but they’re pure nightmare fuel. So it’s no wonder that the sundry adaptations the story has gotten over the years have also been, generally speaking, disturbing.

Disney’s 1951 animated film is perhaps the most well known. And aside from some psychedelic imagery, it’s also perhaps the most straightforward and… appropriate for kids today.

However, when I was a kid, we had this:

I’m not going to lie; it was the stuff of nightmares. But I own it and adore it; watching it is like mainlining 80s nostalgia for me. I won’t apologize for loving it.

This three-hour miniseries starred a who’s who of 1985 talent and some… truly extraordinary (i.e., terrifying) costumes and makeup work. And this musical adaptation of the Alice books was, until recently, probably the most disturbing version of the story I’d seen.

If you’ve seen it, you know what I mean.

But reader: it ain’t got NOTHING on the 1933 version of Alice in Wonderland directed by Norman McLeod (out now in a new Blu-ray release from Kino Lorber).

If you’ve never heard of it, you’re not alone. I had no idea it even existed until recently, and then I was immediately like, “What? And it stars Cary Grant, Gary Cooper, and W.C. Fields??”

Well, yes, it does, technically, feature them. But you’d never know it. Almost everyone in this movie, except for Alice (Charlotte Henry), is inside a horrific costume or underneath macabre makeup.

Like the 1985 version, this one’s also a veritable who’s who of Hollywood talent… early 1930s talent, in this case. And like the 1985 version, it’ll leave you with nightmares.

That’s Cary Grant on the right as the Mock Turtle.

Storywise, there’s nothing surprising here. If you’ve read the books or seen another adaptation, you know the major plot points. Alice falls asleep, ends up in Wonderland, eats and drinks various things she shouldn’t, meets a menagerie’s worth of bizarre characters, faces off with the Queen of Hearts, and eventually finds her way back to her cat Dinah.

At a relatively brisk 76 minutes, we fly from scene to scene and set piece to set piece. Granted, this was a children’s film for 1930s audiences, but that era produced films that are absolutely glacial by today’s standards. By comparison, the pace here is breathtaking.

Good luck sleeping tonight.

All your “favorite” characters are here: the White Rabbit, Tweedledum and Tweedledee, Humpty Dumpty, the Mad Hatter and March Hare, the Red Queen, the White Queen, and more. (Alas, the Jabberwocky didn’t make the cut.)

But whereas other adaptations of Alice in Wonderland make the residents of Wonderland look bizarre and somewhat otherworldly (for they are mere figments of Alice’s imagination), this film goes to lengths to make them look monstrous.

The Tweedles aren’t just mildly overweight, socially awkward siblings; they’re grotesque monstrosities. Humpty Dumpty isn’t just an egg sitting on a wall; he looks like he sprung from H.R. Giger’s discarded designs. Every single character is designed to terrify… though the film is meant to be a carefree kids’ movie.

In addition, there are a few… characters (?? I guess?) that might be somewhat unfamiliar. Like… this guy. A leg of mutton at the queen’s feast. Man, I dunno.

Jack Duffy as the Leg of Mutton (I’m sure it was highlight of his career).

Alice in Wonderland is generally seen as a metaphor for growing up and facing the unknown. That the story features a protagonist who is about 10-12 years old accentuates and reinforces this interpretation; Alice is on the verge of becoming a woman, and her family “in the real world” expects her to begin acting appropriately… even though she still feels like a child.

That being said, Charlotte Henry was 19 when she played prepubescent Alice here, which just adds another creepy layer over top of everything. This version of Alice doesn’t feel like a sweet look at the twists and turns of adolescence; it feels more like a commentary on repressed desire and self-identity.

The film was a flop at the box office (can you imagine?) and quickly became a casualty of time. It was soon overshadowed by fantasy films that became legitimate classics (e.g., 1939’s The Wizard of Oz) along with other versions of Alice in Wonderland (that didn’t leave as many emotional scars), and it was eventually forgotten.

Still, you have to give it credit. The filmmakers didn’t hold back AT ALL in making Wonderland look as sinister and uninviting as possible. And it’s an absolutely fantastic WTF? watch.

The new Blu-ray release from Kino Lorber includes a feature-length commentary track by film historian Lee Gambin and the original theatrical trailer.

W.C. Fields as Humpty Dumpty