When I was a kid, roughly 98% of everything I encountered just terrified me. I didn’t realize it until much later, but I was scared all the time. And not from anything major—just normal kids stuff like the dark, and the word “toxic,” and Christopher Reeve, and the threat of nuclear annihilation. That last one still scares me, in fairness, but I’ve moved away from most of that. I was so omni-directionally afraid that even a lot of movies aimed at kids would freak me the eff out. Was it a product of the time, when kids fare was routinely terrifying? Or was I just a giant wuss?

For this Nerdoween, while visiting some scary kids movies I’d never seen, I also wanted to touch on one I had, one that still haunts my deepest memories. Would it be scary at all to me now? Would I laugh at the childish wimp I was in preschool? I was determined to see what terrors Raggedy Ann and Andy: A Musical Adventure really held.

This trailer is a supreme delight. New York children in the ’70s were possibly the post precocious. I wasn’t alive in 1977 when this movie was released, and in fact I probably didn’t see it until 1988 or ’89 when my grandma taped it off of PBS. I obviously had no frame of reference at the time, but the movie was directed by animation legend Richard Williams, perhaps best known as the animation director of Who Framed Roger Rabbit and infamously the troubled production that was The Thief and the Cobbler.

His Raggedy Ann and Andy movie was a celebration of animation itself, and the film’s opening credits don’t tell us who voices the characters but which animators worked on each character. The songs in the film were all written by Joe Raposo, who penned the most memorable songs from Sesame Street, including “Bein’ Green,” “C Is for Cookie,” and the Sesame Street theme itself.

So, okay, it all stacks up to be pretty wholesome in retrospect. What was so scary to me? While watching it this week, as a 34-year-old who has seen upwards of six billion actual horror movies in his life, I thought for the first 40 minutes (of 85) that my childhood wimpiness was showing. Sure, the animation style was squiggly and exaggerated, but it’s just toys in a girl’s toy room coming to life and singing. The plot on the outset is actually pretty close to Toy Story: a child (a girl named Marcella) gets a new toy for her birthday (a real French doll named Babette), the doll longs to go back to Paris, and Raggedy Ann and Andy sing songs about what it’s like to be friends or whatever.

But then the movie takes a turn.

A pirate captain who lives in a snow globe on Marcella’s shelf spies Babette from afar and pleads with the other toys to be let out to see her up close. Maxi-Fixit, a “toy” of an old man who rolls around and has actual sharp tools in his head (what?) cuts the glass of the globe and the Captain sails out, only to capture Babette and take her out through the window. It’s up to Ann and Andy to save her, so they head out into the big world of outside, with no idea where to go. They meet a discarded camel toy (called the Camel with the Wrinkled Knees) who becomes their friend, but constantly wants to join his kind in the sky. I guess I never realized the camel longed for death when I was a kid, but he hallucinates ghost camels in the clouds and wants to follow them.

All right, so even at this point, it’s not necessarily “scary,” and actually I was getting kind of tired of all the singing. Fine musical theatre songs all, but this may as well be an opera for all the singing. Yes, I know it’s “a musical adventure,” but still.

But then. Oh, guys, but then. Ann, Andy, and the Camel all fall into a pit full of yellow-orange goo. It’s sweet goo, but still pretty gross. And forming out of the goo comes a terrifying monstrosity known as “The Greedy.”

The Greedy is a constantly pulsating, undulating, amorphous blob of sticky confection that perpetually EATS ITSELF and all the randomly appearing candy and cakes that pop up fully formed from inside its gesticulating mass. It’s deeply upsetting, and was absolutely the cause of some sleepless nights for ol’ child Kyle, not least because it refuses to let our heroes leave and instead want to eat them (of course). The sequence lasts a full 10 minutes and it never gets less like something Jerry Garcia saw every day of his life. Yes, it’s a lesson to children not to stuff themselves with bad foods, and I have to assume no child who saw it ate anything sugary for the next year.

With the Greedy vanquished, I figured I’d be coasting on the movie’s final 20 minutes with another 800 songs and be done with it. But no, we have one more hellspawn to meet. Immediately after escaping the Taffy Pit, our heroes enter Looney Land (because sure). The emissary of Looney Land is Sir Leonard Looney (natch) who is possibly the most irritating character in children’s cinema, who sings a song about why he pranks people nonstop (“The reason that I [funny prank noise] is ‘cuz I love you” is so troubling) and then takes them to see his king, King Koo Koo, a tiny little angry man with a thick German accent who longs to grow larger and can only grow when laughing at others’ expense, which inflates various parts of his body like balloons.

The film culminates in the Looney Landers attacking the Captain’s pirate ship (now taken over by Babette herself, because she don’t need no man) with pranks, allowing the king to balloon to the size of the Earth in a finale I can only describe as a kaleidoscope of nope.

Obviously the messages of friendship and kindness in Raggedy Ann and Andy: A Musical Adventure are good ones for kids to learn, as is the message of not being afraid to go outside, but I think that last one is lost when the outside world is depicted with talking candy sludge and an angry German living inside a Busta Rhymes video. And while I’m definitely not of the opinion the movie is still scary, I can see why it was to tiny me. The Greedy is worse then Hereditary.

Images: Bobbs-Merrill

Kyle Anderson is the Associate Editor for Nerdist. You can find his film and TV reviews here. Follow him on Twitter!