According to director Kenny Ortega, Disney executives weren’t thrilled when they first watched Bette Midler’s take on Winnifred Sanderson in Hocus Pocus.

While talking to EW, Ortega shared that “the suits” originally had a calmer, toned-down vision of the lead Sanderson sister. But before seeing Midler hone into her persona, they granted creative power to her and her fellow witch actresses, Sarah Jessica Parker and Kathy Najimy. So they begrudgingly went with it.

“When Disney first saw what Bette wanted to do…They were like, ‘Uh, we’re not quite sure this is the direction we want you to go in,’ and I think Bette was [like], ‘Well, this is the direction I want to go in. If you want me to be the actress, you’ve got to bend here,’” he recalled. 

In Hocus Pocus, Winifred Sanderson is a Salem-era witch who was executed alongside her two sisters for practicing their craft. Max Dennison brings them back to life in 1993 after lighting a magic candle. And the witches begin to seek out children’s souls to give themselves youth and immortality. 

Disney Execs Thought Midler’s ‘Hocus Pocus’ Character Was Too Scary

Interestingly, the execs saw Midler’s performance as too scary, at the time. When in reality, it gives the film humor and levity. It wasn’t until they saw her character in full force that they agreed with her method. 

“I think she was maybe a bit goofier and wacky, wild, the exaggerated character maybe frightened people because they couldn’t see the whole movie that was in front of it, and why Bette felt so comfortable,” he continued. 

Ortega explained that “the absurdity” of her costume and makeup also gave Disney pause. She was one of their most recognizable stars, and she was “lost underneath it all.” 

” [I] think that’s what Bette wanted to do. She wanted to surrender herself into the wild character, and that she wasn’t recognizable,” he speculated. “I think that scared people.”

What makes the initial reaction more humorous is that Disney’s first Hocus Pocus script was originally “much scarier” than the end result. Max and Allison actors Omri Katz and Vinessa Shaw told the publication in a separate interview that they auditioned with a darker story that gave the Sanderson witches a “Wicked Witch of the West” vibe. So Midler’s perceived frightening performance may have played well into that approach.