Watching your icons futilely struggle for their lives in the inferno... "Toys don't last forever," indeed.
- The aggressive way the little kids in the Caterpillar room were treating Woody's friends: being dragged around, sat on, thrown around, etc... It is torture to the toys. The ominous music doesn't help either.
- Lotso. On the outside, he's a caring stuffed bear who looks after all the other toys at Sunnyside. On the inside, he's a sociopathic nihilist who not only doesn't give a second thought to sending new arrivals to the Caterpillar Room where they'll inevitably be used until they're ruined and sent to the dump, but is so bent on doing so that he's turned Sunnyside into a nigh-inescapable prison where he rules with an iron fist through lies, abuse, surveillance, coercion, and even brainwashing - all for the sake of forcing his nihilistic worldview upon any toy he possibly can as a self-validating coping mechanism for the heartbreak his former owner put him through. Even Woody, after he and the others escape the incinerator, considers Lotso too far gone to be worth the trouble.
- Arguably, the scene which most demonstrates precisely how terrifying Lotso is is his confrontation of Andy's toys at the dumpster. It's the first- and only- time we get to peek into his deeply twisted psyche, due to his Motive Rant, which is every bit as dark, nihilistic, and terrifying as his shriveled soul.
"We're all just trash, waiting to be THROWN AWAY!! That's all a toy is!!"
- This line from Buttercup captures his character: "The guy may seem plushy and huggable on the outside, but on the inside, he's a monster!"
- And this one by Mr. Pricklepants nails Lotso's status as The Dreaded to other toys who've heard of his tyrannical rule: "Sunnyside is a place of ruin and despair, ruled by an evil bear who smells of strawberries."
- Speaking of the brainwashing, there's what happens to Buzz. Considering that he's been one of the most heroic characters of the series, watching him be overpowered and turned evil (particularly after his Character Development in the first film) and then ruthlessly help imprison his friends is pretty unsettling. The reveal, in which Buzz emerges from the shadows in front of Jessie, even resembles something from a horror film.
- Especially chilling is the slow zoom-in shot of Lotso smiling Kubrick-style and leaning on his cane, while the only thing the audience has to go on is a few fleeting glimpses of Buzz darting around in the foreground and the sounds of him single-handedly dispatching his friends.
- The scene wherein we realize just how short of a breaking point any toy assigned to the Caterpillar Room can expect.
- The thought of spending the night locked in the Box must be quite daunting to any viewers with a fear of confined spaces. Or Jessie.
- The scene where Woody tries to escape Sunnyside on a kite but is caught by an upward draft is punctuated by a first-person perspective shot looking straight down at the ground several hundred feet below. Yikes.
- The Cymbal-Banging Monkey. Creepy enough already, but things go Up to Eleven fast whenever it sounds the alarm. And dear God, the scene where Woody and Slinky ambush it...
- Made even scarier if you failed to notice the only indication that it knew Woody and Slinky were there (a slight moving of its eyes). Miss it, and there's no warning WHATSOEVER for when it abruptly jerks its head around 180 degrees and screeches at the top of its lungs.
- The climactic scene where Lotso leaves the toys to die in the trash incinerator, which is likely the closest thing to Dante's Inferno you'll ever see in a kids' movie. This scene was such nightmare fuel that most fans consider it to be the darkest scene in the Toy Story series by far.
"Where's your kid now, Sheriff?!"
- The landfill sequence as a whole, in fact. First, we get Buzz being crushed by a TV in a garbage truck. He survives, but it's unnervingly easy to imagine things not turning out so well. Next, at the dump, the comic relief aliens get run over by a bulldozer. They survive, but they were very lucky to do so. Then the toys come very close to being torn to shreds by the crusher - especially Lotso, who is trapped beneath a large piece of trash. Woody and Buzz save him, at great risk to themselves, but when Lotso is given the chance to redeem himself by stopping the conveyor belt, he instead tops it all off by abandoning and betraying the toys.
- Worst of all is the Hope Spot just after the toys escape the crusher: Rex looks ahead to the conveyor belt's exit and declares that he sees daylight, and the toys share a well-earned moment of celebration. And then the music changes as Woody's face falls.
- Lotso's Dragon, Big Baby. Pixar invokes the Uncanny Valley brilliantly with this lazy-eyed Terminator of an oversized doll.
- It's hard to decide which part of the swing scene is the creepiest: Big Baby staring motionlessly up at the sky, spinning his head around 180 degrees with terrifying speed, or keeping his head fixed in that direction as his body pivots around it.
- The Chatter Telephone has been at Sunnyside for an untold number of years by the time of the film, but has never been broken. This lends his defeat near the end of the movie all the more impact, especially since we only see the cringe-inducing aftermath of the Cold-Blooded Torture the movie implies Lotso and his thugs brutally put him through, but leaves us to imagine for ourselves.
- He ultimately deserved it, but Lotso is resigned to what may well be a Fate Worse than Death at the end: Being tied to the front of a garbage truck to slowly deteriorate. Easy to play for laughs at the time it happens, but that's before you stop to consider how much time he's liable to be trapped there. Doubles as And I Must Scream - though it's recommended he doesn't, given that bugs and mud would fly into his mouth.
- Between the wind, the mud/dirt, the insects, time, and possibly the detritus, Lotso is doomed to rot away, and he will most likely FEEL it. Ladies and gentlemen, karma at its most vicious.
- Andy is shown playing with his toys per usual and everything, but during the last minutes of the scene it zooms in on Andy laughing, hugging all the toys on his bed. The instrumental drains out and the lyric's "Our friendship will never die" play with no musical accompaniment as the screen cuts to black. It's small, but still rather bone-chilling.
- If the Aliens have never made out alive to save Woody and The Gang in the incinerator, Lotso would have won and Woody and company would be dead, which would eventually end the franchise and would lead to a Downer Ending.