Nightmare Fuel

[Tarynyrata]

Oh my god. At :18 I thought she called the little girl a bitch O_o

[DeloreandudeTommy]

I sure hope the Nostalgia Critic reviews this, I'd love to see how far he'd flip backwards from watching this scene.

[MeenyMcSweeny]

@Kherron201 She's thinking "Aw HELL no...."

[blackknight1360]

If you think that's scary, you should see the part when the Jabberwock shows up; this movie gave me nightmares as a child lol

[doobiesmoke15]

DAMN, that sheep nearly made me shit my britches!

[Clay3613]

Kelly Osbourne as Alice?

[MegaExistentialism]

wat

[robinycus1]

I just peed.

[UndertakerU2ber]

sooooo...........She was a Jackass?

[danlovley]

Yeah, you "better" run like hell, Alice.

[MAGSANDGEORGEWEASLEY]

WHATISTHISFROM?

[TheResultOfAThought]

@MAGSANDGEORGEWEASLEY Alice in Wonderland

[TheDurationPlusFive]

The kid's expression says it all! xD

[starwarstrekkie]

that freaked me out! I like ryan stiles as Carol Channing better than carol Channing!

[TimberwolfEmmyProduc]

I died when she randomly morphed into a sheep.

[Maokaori]

ryan stiles

[TheDSil]

WHAT THE FUCK

[Kherron201]

so...you see the child's expression of fear? That wasn't acting. I know. I'm making the same face right now.

[ScarletWalrus]

She did not make survive.

[FridayKnight123]

came



[AvlisadSirk]

Maybe I shouldn't be watching videos called "Nightmare Fuel" while home alone....................Agree­d.

[warezit]

I find this very difficult to masterbate to.

[kittiem]

@warezit Funny....I was thinking the exact opposite ;)

[Leishmaniasisably]

BEEEEETTTEEER. MUUCH BEEEEETTEEER.

[oceaneyedgirl79]

This used to creep me out when I was a kid!

[Xerock]

Not nightmare fuel. try again. 

[potaterjim]

Madness returns has nothing on that uncanny botox face

[bloodshedhexer]

Dude, as a kid I was creeped out as fuck. Now I just laugh.

[HYPNOGLANCE87]

i bought this on dvd awhile back and when i saw this i was like now this is a wtf moment lol

[lamamaker]

Poker face . . ----

[izlude2]

why so serious?

[MattT1996]

._.

[mouseymousey02]

This is the version I watched and loved as a kid. No other Alice in Wonderland will replace it for me!

[WalterLiddy]

I can't believe nobody knows Alice In Wonderland these days.

[mothafix]

W T F?

[randomboostsuperguy]

LOL this shit is going to my favorites

[xoxopeacelady]

u canttttttttttttttttttttttttttt­tttt

betttttttttttttterrrrrrrrrrrrr­rrrrrrrrrrrrrrrr

much bettttttttttttterrrrrrrrrrrrrr­rrrr wtflolol

[teasingfool]

BWAHAHA! I remember watching this when I was younger. NGL, totally laughed at her turning into a sheep when I was younger.

[Spyro2064]

this video... is apropriately titled

[JohnnyXFay]

LMAO. Oh lordy. That was one of the funniest things I've seen in a long while. But when I was younger, yes, that would have given me so many nightmares. XD

[serpentglass]

I can't say I get it.

[gminou]

used to watch this movie on a weekly basis....this scene scares me more now as a grown woman than it did at the age of 4... So creepy. Can't believe this was meant for kids.

[MrFishy5]

Umm I have two simple and quick questions. What the fuck is this. And why was this in my recommended slot

[CaptJackPumpkinhead]

Best. Movie. Evar.

[ElvisLivesUpstairs]

LOL wth??

[Phirefly7707]

this gave me nightmares!

[Minan3]

muuuuuuch...beeetteeeeeerrrr..­..Baaaaaaah!

[bigmankralc]

and then a Scotsman fucked it?

[DaApocaLypseGiirL]

This made me shrivel up in my chair.

[hippiefisken]

i did laugh but i think it was to comfort myself....

[uxtalzon]

AND THEN A SKELETON POPPED OUT

[juggernette397]

I'm in my mid-thirties and this STILL creeps me out.

[KayrenVyktrian]

I'd still do her.

[spadehatesscrewtube]

put yourself back into the mind of a 5 or 6 year old, this really would scare the crap out of you. especially the transformation.

[Babygurl20336]

Wtf ... she sounds drunk... i would have slapped her if i was the little girl

[TheXeeman]

LOL at the sheep. This is hilarious!

[bluecollarcanuck]

*"Danny's not heeere, Mrs. Torrance..."*

[ProjectParker]

Well, doesn't look like I'm sleeping tonight.

[peter123256]

PEDOPHILE

[PeanutButterZombie00]

Yeah, but doesn't Carol Channing always talk like that? She wasn't even acting. AND THAT'S THE SCARY PART.

Night-night, children.

[grendelee]

Thumbs up if you said: Wtf is this then LAUGHED

[Zyrogez]

Carol Channing is just deeply in life. LMFAO

[AyKayFoTeeSeVen]

Loooooooooooooonggggg draaaaaaaaaaaaaaaaaaawwwnn ouuuuuuuuuuuuuuuuutttt wooooooooooooooooooooorrrdddss­sss scaaaaaaaaaaaaaaarrrre theeeeeeeeeeeeeeeeee shiiiiiiiiiiiiiiiiiiiiiiiiiiii­iitt ouuuuuuuuuuuuuuuuut offfffffffffffffffff youuuuuuuuuuuuuuuuuuuuuuuuuuuu­uuuuuuuuuuuuuuuuuuuuuuuuuuuuuu­uuuuuuuuuuuuuuuuuuuuuuuuuuuuuu­uuuuuuuuuuuuuuuuuuuuuuuuuuuuuu­uuuuuuuuuuuuuuuuuuuuuuuuuuuuuu­uuuuuuuuuuuuuuuuuuuuuuuuuuuuuu­uuuu!!!!!!!!!!!!!!!!!!!!!!!!!!­!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!­!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!­!!!!

[Chunchmeow]

this part always scared the shit out of me.

[Icalasari]

It scared me until I saw the sheep

Then I laughed a little

[jellywillreturn]

Sheep?

Yeah, I just died a little.

[TheHauntedFarm]

I didn't think anal soul seepage was possible, but by god, I just experienced it.

[UltimaXG2]

Wut.

[xXxskayaxXx]

SWEET,JESUS.

[x513xSparks]

What. The. Fuck.

[GrounderTheRobot]

i am just, WANN HANDREWND AND WAWN

[doobiesmoke15]

What is so scary about an old woman turning into a sheep?

[DJRozwell]

Hooolllllly christ. Seldom is Carol Channing this scary.

[MissNophi2U]

You couldn't have titled this better.

[writemaster123]

Meeeth meeeeeth meeeeth

[LB030377]

You know they didnt have to make the transformation scene so effing scary. This happened in the novel but from what I remember I think it was supposed to be a silly thing.

[nistarok123]

Ryan Stiles ftw.

[DudeSinger]

Carol Channing!

[naruto10156]

is it a baaaaad thing that I enjoyed this?

[sandydeath56]

Moo.

[godshotthepony]

So... that never happened.

Agreed?

[Hlhud]

@godshotthepony I don't know, I would have a few choice words for the White King if I were in Alice's place. I'd tell him "Dude, what was up with your wife turning into a sheep?"

[crazyturtlevideos]

what

[PikolUploader]

you should see the madanonymus version ;_;

[pinkorpurple432]

4 people should have BEEEEEEEEEEEETTTTTTEEEEEEEEEER­RRRRRRRRRR taste.

OK, I'm sorry.

[LNERfan]

JOAN RIVERS!?

OH SHI- Wait. Just a sheep.

[jargainjones]

She scared me as a kid, and im still scared.

[PileOPapers]

Beaaaaaaaaaatuaaaaaaaaa

[TehChibiHatter]

o_e

[philthy903]

Oh, like anybody would believe Carol was "one hundred and one". Everybody who loves her just KNOWS she's way younger than that!

OK, she's like 89. How fab is THAT!?! Luv ya Carol!

[TheZarola]

Oh, shit.

[Psyga315]

Lol, wut. That's more silly than the dog scene in IT.

[Guilmon470]

I admit to giggling through it.. XD;

[paireon]

I think I'm speaking for everybody here when I say:

LOLWUT?

(biting pear of Salamanca.jpg)

[MW2S0LD3R]

HOLY FUCK ITS A BAAADDD SHHEEEPP AHHHHHHHHHHHHHHHHHHHH no that was fucking stupid

[nessnes64]

not scary, neither are clown

CHUCKY IS FUCKIN SCARY

[spawnofstardust]

:| ?

[THEPUFFY1231]

Was I the only one who started laughing at the end? The lady was creepy up until that cross-fade into a sheep with an over sized hat.

[JRC3034]

tv tropes ruined my life, and now, my sleeping habits as well.

[TheGameMontage]

if i was there instead of the girl when she said the 1st better i would knock her ass out and run like hell

[wooki33man]

Bhwa?

[EpicBeard815]

Before seeing this video i was feeling MUUUUUUUUUUUCH BEEEEEEEEETTTTTTTTTTTTTTERRRRR­R damn it now im a sheep

[TampaTrainer58]

@EpicBeard815 good drugs!

[ReaverKun]

Well...holy shit.

[TheTygre]

And now sleep is gone. Forever. The very concept of closing my eyes has been forcibly erased to cope with viewing this video. NONE OF YOU ARE SAFE.

[MyMerryMelodies]

carol channing has a sist on her eye now.

[TheGameMontage]

if i was in the woods with that bitch i would probably kill her

[misfitdoll23]

WHAT THE HELL.

[Vectorman12345]

SHEEEP!!!!!

[Whiteboy831]

THE FUCK!?

[TheGameMontage]

damn thats worse then chucky

[inhibitors]

Masturbation Fuel is more like it...!

[chocoFallen]

D: EEEEEEEEEEEEEEEEEK

[Riakam]

She looks like Teal'c from Stargate O.O

[therealandylives]

WHAT THE HEEEEEEEEEEEEAAAAAAAAAAAAAAAAA­AAAAAAAAAKKKKKKKKKKKKKKKKKKKKK­KK

[Photoping]

Thumbs Up if you said: WTF is this!?!

[endofscene]

@Photoping the title says it all

[ZACKnirvana]

@Photoping thumbs up if you cried in the shower for 3 straight hours, and tried to scrub clean but there isn't a kind of soap that strong.

[NinjaGhostScorpion]

Someone's been smoking some serious stuff.

[misterlaufeyson]

@NinjaGhostScorpion hurr durr creativity can't exist without drug use derpy derpy doo

[DaxShaw]

OMG this is creepy. I was just commenting how she's not creepy and then I watch this freakshow

[sparkklesCM]

is she playing the white queen? or the mad hatter? cause im confused!

[TimEricMan]

It sounds like she is saying "Bitch!"

[SenseiSpongebob]

Not the scariest thing I saw as a child but not too far.

[zamoooomaz]

Holy shit, it's Carol Channing! RUN!

[DoomsdayOdd]

WTF

[FlamingSackOfPizza]

Imagine this on The Amanda Show. "This isn't X-Men!" "No! Is beeeeeeeetttttttttttteeeerrrr!­ Mmmmmuuuuuucccchhhh beeeeeetttttttttttteeeerrrr!"

[69Wolf04]

The little girl should not talk to strangers, especially ones that are males that wear feminine make-up, hooooooooooooooold out their vowels, and that turn into animals.

She had the right idea at the end.

[69Wolf04]

@69Wolf04

WAIT! THAT'S A WOMAN!

[TraskNari]

Sheep? What? Sheep?

What? Sheep?

Sheep?

What?

[kiwikayla109]

@TraskNari What Sheep?

[izzyLove919]

oommgg thats really creepy :o

but really funny

beetttttttttttttttttaaaaaaaaaa­aaaaaaaaaaaaaaaaaaaaaaaaaaaa (:

[wo0olie90]

I saw this when i was little. Gave me nightmares for weeks after! ;\

[Wishworks]

hahaha yes even today this scares the life out of me, you can;'t imagine how creeped out i was as a 6 yo...

[sweetyoshimj]

the woman reminds me of babara windsor

[vjm3]

Thanks I can't go to sleep nooooooowwwwwwwwwwwwwwwuuuuuuu­uuuuuhhhhhhhhhhhh *turns into a chimpanzee*

[Cybunnylover]

you caaaaaaaaaaaaaan't? xDDDD; oh gawd

[ameristar]

Buahahahahahahahahahaha omg I'm like dying. That poor little girl.

[kinetic82]

Egads. I remember this as a kid, and it still kinda creeps me out now.

[chungman212]

nigga you just went full retard

[SailorUnicornMoon]

that's the white queen i know!nothing like in the new ver...(i still like it though)

[DiabolicCupcake]

Also- so many have asked: This is a scene from the made for tv movie Alice in Wonderland in 1985, this is part 2 (or through the looking glass).

[DiabolicCupcake]

Carol Channing was way more scary than the jabberwocky in this scene. Gave me nitemares as a kiddo.

[cosycleaner]

Oh Miss Channing...your most charming and artless performance in a career stuffed full of grace, delightful singing and sparkling comedy!!!...

[Kyrkby]

WHAT THE FLYING FUCK AM I WATCHING?

[whatname91]

not as surprising as THE DAMNED JABBERWOKKY appearing in her living room

[lartenroolz]

THIS IS FOR KIDS?!

Well I'm not sleeping tonight.

[moskva40]

Gave me nightmares too. It's nice to find it on youtube though. :P

[BeLoudBeProud]

Perfect nightmare fuel (:

and makes me laugh every time I see it.

[trentkill]

Totally memorable scene for me, creeped me out as a kid. Excellent version of Alice in Wonderland though. I love that Tim Burton is doing an Alice sequel and I'm sure I'm gonna love it but I bet it's not gonna be as creepy as this version was, Burton should of watched this and basically remade it.

[krimsonstorm96]

She sounds like the demon from the exorcist

[pididle]

wat

[tenryuu]

Wait, why did she turn into a sheep?

[MetalAmaya]

It's a nonsense story. There is no answer, really.

[wytrab8]

Ahahahaha!

[somacruzfirm]

That's even more scary than actual horror movies : /

[Katana991]

@somacruzfirm Well I've heard that the original novel was supposed to be a lot darker.

[somacruzfirm]

oh :O i had no idea, thx

[Elbot]

@Katana991 The original was written for children back when things like this weren't considered weird, and this adaptation is actually darker. Though not as dark as the one Tim Burton made. People don't seem to realize the Alice stories aren't as timeless they think. Back when they were written people wouldn't have even considered questioning whether or not Lewis Carol was on opium. ... Even though he likely was, considering its wide use in that era.

[egdeltur666]

@Katana991 Hear what you like, but it sure isn't hard to go and read the damn thing. I'm almost certain it's online.

[LB030377]

@Katana991 you know I dont think its that much "dark" as everyone says. I read the alice books. they're basically the victorian version of cartoons.

[Ghostpelt101]

e.o

[Dulcinea131313]

LMFAO!

[burritocandynugget]

what the crap!!!!

[LeFatTurkey]

Thought it was a man at first.

[Maverick2736]

My thoughts while watching this:

"Well, her voice sounds creepy......she acts creepy, too.....damn....ok wtf.....Fu-WTF?!....HOLYFUCKIN­GSHIT!!!"

[ElChrisman99]

It shall haunt my dreams forever DX

[Sarabara16]

What is this from or for?

And is she really speaking that slow?

This is bizarre