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Anjelica Huston in The Witches

There are movies that are sometimes so dark, grotesque, and just plain terrifying that that make you wonder how they are even a children's movie in the first place. The 1990 dark fantasy film The Witches, the one starring Anjelica Huston as the villainous Eva Ernst / Grand High Witch falls into that category thanks to the unsettling use of make-up and practical effects, timeless story by Roald Dahl, and Huston's disgusting and memorable transformation. As disturbing as the movie is, however, some of the behind-the-scenes facts about how it all came together are just as hard to believe as young boys being turned into talking mice.

And as we look forward to Robert Zemeckis' HBO Max remake of The Witches, there's never been a better time to go back and see how the 1990 original came together thanks to creative minds like Roald Dahl, Jim Henson, Nicolas Roeg, and the countless artists and puppeteers at the Jim Henson Company who made one of the most timeless and unforgettable movies of all time.

The Luke mouse after stealing the potion in The Witches

The Jim Henson Company Spent 14 Weeks Preparing For The Mouse Transformations

At the center of The Witches is the plan by Anjelica Huston's Eva Ernst to turn the world's children into mice so that she and her army of hideous witches could wipe all of them out once and for all. And as insane as the movie's plan sounds, it pales in comparison to the lengths the Jim Henson Company and its army of artists and puppeteers took to pull off those unfathomable transformation scenes after Luke (Jasen Fisher) and Bruno (Charlie Potter) are turned into mice.

In a Los Angeles Times interview shortly before the film's 1990 release, John Stephenson, the supervisor of Jim Henson's Creature Shop explained that his crew spent a total of 14 weeks planning and constructing the special effects used to transform the two child actors, going through multiple stages using makeup, optical tricks, and then finally some animatronics to pull off the effect of speaking mice. And speaking of those mice…

Jim Henson and the "Bruno" mouse on the set of The Witches

Some Of The Mouse Scenes Actually Involved Giant Puppets

During production of The Witches, Jim Henson demonstrated the work that went into the mice that were used throughout the movie, which included three different sizes. There was the normal-sized mouse puppet that is seen whenever human (and witch) characters are on screen, a medium-sized mouse, and then finally a giant mouse that's the size of a dog.

In the video, Jim Henson explained that the "C Size" mouse puppet (he is seen with the Bruno model) had to be large enough to be controlled by hand. The production design team had to come up with ways to design sets that would make the puppet look like it was only two inches long, which Henson said complicated things. At the same time, however, the size of the puppet allowed the team to make it more expressive with its movements.

Anjelica Huston in The Witches

Anjelica Huston Had To Endure Six Hours Of Makeup Work To Transform Into The Grand High Witch

Anjelica Huston is no stranger to sitting in a makeup chair for hours on end to pull off the look of her iconic characters, but the process of getting ready for the reveal of the Grand High Witch in The Witches took things to the next level. In a TV3 interview about the legacy of the 1990 horror-comedy, Huston revealed that she would have to spend upwards of 11 hours each day applying makeup and the prosthetics required to pull off the look of a grotesque witch, stating:

The makeup on The Witches was tough. It was about six to seven hours of makeup and it took about five to take it off. It was a hard hard makeup, but mercifully I wasn't in it for the whole movie, only for about two or three weeks. But they were arduous weeks and I had fake hands. The tips of my fingers acted as the knuckles and they took at least an hour to take off, so it was a bit problematic going to the bathroom.

Despite spending near a half-day every day for a few weeks undergoing a hideous transformation, it wasn't all for nothing and the character, and its reveal, remains one of most memorable and spectacular moments of the entire movie.

Anjelica Huston in The Witches

The Makeup, Prosthetics, And Lights On Set Gave Huston A Great Deal Of Trouble During The Conference Scene

All of the makeup, prosthetics, and hot and bright lights on the set of The Witches couldn't have been something that was fun to endure, and at one point during Eva Ernst's transformation into the Grand High Witch, during her monologue to be exact, it proved to be a little too much for Anjelica Huston as she remembered in her memoir, Watch Me, where she wrote that director Nicolas Roeg was her saving grace during one of her toughest moments on set:

I won't forget how [Nicolas Roeg] helped me with a difficult monologue when I was so uncomfortable and tired of being encased in rubber under hot lights for hours that the lines had ceased to make sense to me and all I wanted to do was cry.

And after spending hours sitting in a chair putting on makeup that makes for less than ideal working conditions and acting under extremely hot lamps for hours on end it's easy to empathize with Anjelica Huston in this regard, even if she's playing a child-eating queen witch.

Jasen Fisher in The Witches

Director Nicolas Roeg Cut Out Several Scenes After Witnessing His Son's Reaction To The Original Cut

The Witches is technically a kids' movie, even though it is probably one of the most terrifying titles to take up residence in the genre. And while the movie is horrifying to say the least, director Nicolas Roeg's original cut of the 1990 film was even scarier, but an early screening with his son led to his decision to cut out a few scenes from the theatrical release. In his memoir, The World Is Ever Changing (via Slant), Roeg revealed that during the home-screening, his son jumped up, ran around the room, and eventually hid behind the television set. After that, Roeg knew he had to make some changes to lighten the tone.

Jane Horrocks in The Witches

Jim Henson Had Concerns About The Original Ending And Wanted To Test It With Audiences

In Roald Dahl's The Witches, Luke isn't transformed back into a boy at the end of the story and instead lives out his days as a mouse. People involved with the production thought Dahl's original ending would be too dark for an already unsettling kids movie and so the ending that we saw in the final release of the film reflected this change and showed Luke becoming a human before the credits rolled. In a handwritten note to former CEO of Penguin Books, Jim Henson noted these concerns with the tone of the original ending and suggested testing the two with preview screenings to see which one would be more appropriate.

Roald Dahl, however, was none too pleased about the change. In a Telegraph article on the many adaptations of the author's work, his widow, Felicity Dahl, revealed that her late husband had tears running down his eyes when he saw the ending more faithful to his book, but demanded to take his name off the film upon seeing the new ending and argued that the change totally missed the point of his book.

Rowan Atkinson in The Witches

Rowan Atkinson Ruined The Production Office After He Went To Bed Without Turning Off His Bath

Rowan Atkinson, better known to most as Mr. Bean, appears in a pretty major role as the hotel manager in The Witches, but an incident at the Headland Hotel where the move was being filmed nearly ruined everything. On the Headland Hotel's website (which features an entire section on The Witches), there's a detailed report about Atkinson falling asleep in his room after forgetting to turn off the faucet in his bath. His bedroom happened to be above the production office and the water from his overflowing bath made its way through the floors and into the office, ruining all sorts of equipment.

The hotel's website also features a little blurb about Jack Nicholson (who was dating Anjelica Huston at the time) calling for Huston and sending flowers, which became a source of excitement.

Anne Lambton in The Witches

The Witches Was The Final Project For Both Jim And Henson And Roald Dahl Before Their Deaths In 1990

The Witches was released on May 25, 1990 in the United Kingdom (August 24, 1990 in the United States), but sadly, Jim Henson never got to see how the world reacted to the movie as the puppeteer and filmmaker passed away nine days before its initial opening. According to his obituary in the New York Times, Henson died on May 19, 1990, just one day after he was admitted to a New York Hospital for streptococcus pneumonia. He was only 53 years old at the time of his death.

Roald Dahl, would also die later that year on November 23, 1990, in Oxford, England, after battling a rare blood cancer, according to a Washington Post obituary. Unlike Jim Henson, Dahl would live long enough to see The Witches get released in theaters, even if he didn't agree with the changed ending.

That about catches up with everything that happened behind the scenes during the production of The Witches. With the release of the remake nearing, make sure to check back for some crazy facts about that version as well here at CinemaBlend.

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