[[caption-width-right:350:"Now, shall you deal with ''me'', O Prince - and all the powers of '''HELL!'''"]]
* The scene where Aurora is hypnotized by Maleficent's spell and moves very slowly to the top of the tower where the spinning wheel stands. What makes this scene especially scary is the fact that Aurora seems almost zombie-like and the only light she sees is the hypnotic light ball Maleficent made. The rest of the castle is pitch dark. The accompanying music is also eerie. The scariest thing however is that you've always thought that the music in the background was just an "aww" sound in tune. But now if you hear it closely you can actually hear "Aurora" precisely, for added more scariness, after the fire blows out and the room gets dark.
** The whole thing even starts with the VERY scary image of Maleficent just ''staring.''
** Also, while the Fairies were talking on the other room, you can hear the "Aurora" sound. Flora heard it and [[OhCrap quickly realized Maleficent has taken her]].
** It also gives the implications that Maleficent is taking desperate measures to make sure that Aurora will touch the spindle. The princess does realize what is going on after catching a brief bit of the Fairies' warning only to be forced to touch it anyway.
** And then there's also the implications that perhaps Aurora [[MoreThanMindControl willingly]] allowed [[HypnotizeThePrincess herself]] to fall under Maleficent's control when you realize Aurora pretty much [[HeroicBSOD was overcome with so much stress at the discovery of her true self]] and the possibility she will never see the man she loves again and Maleficent [[FridgeHorror very well used that knowledge]] to lure her into the deep hypnosis.
* When the raven gets TakenForGranite (complete with gong sound!).
* The forest of thorn's rise.
* The battle with the dragon, as shown in the picture.
* The scene when Maleficent tells Prince Philip that instead of killing him, she'll keep him prisoner for a century or so. [[FateWorseThanDeath We get to see a shot of Philip as a weak wizened old man riding out of Maleficent's castle on his now equally old horse...]]
--> '''Maleficent''': The years roll by... but a hundred years, to a steadfast heart, are but a day. And now, the gates of the dungeon part, and our prince is free to go his way. And off he rides, on his noble steed, a valiant figure straight and tall! To wake his love, with love's first kiss, and prove that [[DarkReprise true love conquers all]]! [[EvilLaugh Ahahahaha]]!
** The close up of Maleficent's face when she delivers part of this speech while surrounded by green mist can feel creepy.
* Remember Maleficent's death scene? NoBodyLeftBehind. All we see is she got hurt pretty badly, then her shapeshifting, winged self falling.
* Right before Maleficent dies, she gets stabbed by the Sword of Truth. This has to be the goriest thing that Disney has ever done, because you actually see BLOOD come out of her dragon form. Not substitute blood, actual red blood.