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Pinocchio, 1940. Directed by Hamilton Luske and Ben Sharpsteen, written by Aurelius Battaglia, William Cottrell, Otto Englander, Bill Peet, Erdman Penner, Joseph Sabo, Ted Sears and Webb Smith (all that for an 88 minute film!). Featuring the originally uncredited voices of Cliff Edwards, Dickie Jones, Christian Rub, Walter Catlett, Charles Judels, Evelyn Venable, Frankie Darro, and Mel Blanc.

I’m a jerk: this title isn’t even available on DVD. You can rent it on video at any major chain or check it out at your public libraries.

What do we give children today to help them keep in touch with their melancholy nature? They can’t go to movies anymore, not with such sunny fare as Cars and Over the Hedge. They can’t read new books, as they’re now penned by the likes of Madonna, a woman trying desperately to recapture a childhood she likely never had. Maybe children go to the museums to ponder life and death, their own frustrations, to cringe at the intense sunlight and lonliness in a van Gogh, as a three-year-old friend of mine once did.

Fact is, I don’t have a clue–recently visiting children weren’t interested in reading E. B. White or Saint-Exupery, and mother warned that Pinocchio is too scary. Too scary? When I was young, the menace and the emotional reaction were just what I needed to help me grasp the perils of real life.

Pinocchio opens with Cliff Edwards’ rendition of “When You Wish Upon A Star”, a jolly tune that is here pensive and not the upbeat crap you hear at Disney’s themeparks. We see Jiminy Cricket, a depression-era grasshopper, with holes in his gloves, his shoes coming apart, looking for a place to crash for the night. He ends up in Geppetto’s toy and clock shop, a dark place, where strange faces loom in the shadows, everything lit by the dying embers of a fire. It is at once warm and mysterious–it is the perfect hideaway for children.

We all know the story: poor old Geppetto and his silly cat, Figaro, and sexy fish, Cleo, live by themselves in the toy store. Geppetto makes a little wooden boy, a puppet he names Pinocchio. As he readies for bed, he wishes on a star that Pinocchio would become a real boy, and, of course, in the night the Blue Fairy descends and makes the wooden boy come alive. There’s a bonus: he can become a real boy if he proves himself Brave, Truthful and Unselfish. Thus begins Pinocchio’s adventures with Jiminy Cricket, who has been given a new suit of duds and has been designated his Conscience.

The film is episodic and really bizarre, with horrible climaxes building and building on one another. Pinocchio tries to go to school, but is intercepted By Honest John and Giddy, a fox and cat who are nothing more than petty criminals looking to score some quick dough. Singing “An Actor’s Life For Me!” the pair convinces Pinocchio, the innocent, to go with them, where they sell the boy for a pittance to a horrible, bellowing man named Stromboli.

This whole time, the sun seems barely to have broken through the clouds in Pinocchio’s world. His Conscience, Jiminy, is a man of vanity, yearning for a gold badge that states he’s the conscience, and a bug who ogles after the girl puppets in his charge’s show–a sexually charged scene that includes can-can girls, cute milkmaids, and svelte Russian ladies who wiggle their behinds and coo “I’d cut my strings for you!”

All this captured with probably the finest animation in history, backgrounds fraught with detail, the steps of buildings sweating in the humidity, faces everywhere, the grain and scratches on wood surfaces reflecting the dim light. And children have probably never been given a main character whose clumsiness is as touching as Pinocchio’s–you can see the boy discovering the limitations of his physical body, and his utter confusion in trying to figure out the path between right and wrong.

But what makes me believe that Pinocchio is the greatest film for children is its underlying message: that evil cannot be defeated, that it lurks everywhere, and that only through the love of friends and family can it be endured. The stakes only get higher and higher for our poor hero–from the goofballs Honest John and Giddy, to the bullying Stromboli, to the Coachman whose goal is to harvest children, hauling them off to Pleasure Island. With its giant pugilists and solemn-faced wooden indians hurling cigars at the kids, Pleasure Island is not just a playground for truant children, but a taste of the adult world as well–and I suppose you could argue that when the kids get turned into donkeys, for sale to the salt mines, it’s a metaphor for the life of toil that faces the uneducated.

The film culminates in a vision of biblical evil, with Pinocchio fighting a giant whale named Monstro, who has somehow swallowed Geppetto and his fishing boat. The underwater scenes are mind-boggling, but even more, they’re scary–the film is relentless in what it puts its young audience through. Eventually, Pinocchio saves his father, but not before we’re treated to an image of the boy face down in a tidepool, dead.

I will grant you that Pinocchio has its odd moments, its weak parts–as usual, Disney doesn’t trust women, giving us only the virginal Blue Fairy and the whorish puppets who are stand ins for actresses in general. Mothers are never present in old Walt’s films, for whatever reason, but then again, Geppetto is a strong case for the power of single parentage.

But Pinocchio has always haunted me, through my formative years and even into adulthood, this cartoon of shadows. It scared me when I was a kid, and it scared me a bit last night when I watched it again. I think about it when I’m worried about the world; I think of it when I’m worried about children. And I think of it when I see adults who act like children, who seem to want to retreat to Disneyworld and forget that there’s a world out there–perhaps that’s their own little Pleasure Island.