
Something Wicked This Way Comes
In Green Town, Illinois, the twelve year-old boys Will Halloway and Jim Nightshade are neighbors and best friends. Will's father Charles Halloway is an old man and the local librarian while Jim and his mother wait for the return of the return of their father and husband that will never occur. The boys know everyone in town, including their school teacher Miss Foley that misses her beauty and youth; the lonely barber Mr. Crosetti that has no girlfriend or wife; the greedy owner of a cigar store Mr. Tetley that is obsessed with money; and the bartender Ed that has severed arm and leg and dreams on being a football hero. One day, Jim buys a lightning rod from the salesman Tom Fury that tells that a storm is coming. During the night, the boys overhear a mysterious train and they run through the woods to see the arrival but they do not see a living soul. However, they find the Mr. Dark's Pandemonium Carnival ready to be enjoyed and they snoop around. Soon they realize that frustrated and greedy people are vanishing in town and the evil Mr. Dark and the Dust Witch make their dreams come true. In return, Mr. Dark seizes their souls. Now Mr. Dark is seeking them out but Charles Halloway has a journal from his father about the autumn carnival that might be their last chance to defeat the evil.
The film box office disappointment against its moderate budget of $20.0M, earning $8.4M globally (-58% loss). While initial box office returns were modest, the film has gained appreciation for its distinctive approach within the fantasy genre.
2 wins & 7 nominations
Plot Structure
Story beats plotted across runtime


Narrative Arc
Emotional journey through the story's key moments
Story Circle
Blueprint 15-beat structure
Arcplot Score Breakdown
Weighted: Precision (70%) + Arc (15%) + Theme (15%)
Something Wicked This Way Comes (1983) reveals deliberately positioned story structure, characteristic of Jack Clayton's storytelling approach. This structural analysis examines how the film's 15-point plot structure maps to proven narrative frameworks across 1 hour and 35 minutes. With an Arcplot score of 7.4, the film balances conventional beats with creative variation.
Characters
Cast & narrative archetypes
Will Halloway
Jim Nightshade
Charles Halloway
Mr. Dark
Tom Fury
Miss Foley
Main Cast & Characters
Will Halloway
Played by Vidal Peterson
A thoughtful, cautious 13-year-old boy who faces the dark carnival alongside his best friend Jim.
Jim Nightshade
Played by Shawn Carson
Will's adventurous and daring best friend, born one minute before midnight on Halloween.
Charles Halloway
Played by Jason Robards
Will's aging father and town librarian who must find courage to battle the supernatural carnival.
Mr. Dark
Played by Jonathan Pryce
The sinister illustrated man and proprietor of Dark's Pandemonium Carnival who feeds on human souls.
Tom Fury
Played by Royal Dano
The lightning rod salesman who warns the boys of the coming storm and dark forces.
Miss Foley
Played by Pam Grier
The lonely schoolteacher who becomes a victim of the carnival's dark promises.
Structural Analysis
The Status Quo at 1 minutes (1% through the runtime) establishes Small-town Green Town, Illinois in autumn. Best friends Will Halloway and Jim Nightshade live ordinary lives, though Jim yearns for adventure and Will feels disconnected from his aging father Charles, the town librarian who regrets the years lost to caution.. Notably, this early placement immediately immerses viewers in the story world.
The inciting incident occurs at 11 minutes when At 3 a.m., a mysterious train arrives carrying Dark's Pandemonium Carnival. The boys witness its supernatural arrival as it materializes from darkness and fog, bringing Mr. Dark and his sinister attractions to their peaceful town.. At 12% through the film, this Disruption aligns precisely with traditional story structure. This beat shifts the emotional landscape, launching the protagonist into the central conflict.
The First Threshold at 24 minutes marks the transition into Act II, occurring at 25% of the runtime. This indicates the protagonist's commitment to The boys witness Mr. Dark's Dust Witch locate and mark them as threats after they see the carousel's true nature. They choose to investigate rather than flee, committing themselves to opposing the carnival's evil despite the personal danger., moving from reaction to action.
At 48 minutes, the Midpoint arrives at 50% of the runtime—precisely centered, creating perfect narrative symmetry. Significantly, this crucial beat Mr. Dark confronts Charles in the library, demonstrating his power by showing the names of the damned tattooed on his hands. He offers Charles youth in exchange for the boys' location. Charles refuses but realizes the terrifying scope of the evil they face—the carnival has consumed souls for centuries., fundamentally raising what's at risk. The emotional intensity shifts, dividing the narrative into clear before-and-after phases.
The Collapse moment at 71 minutes (75% through) represents the emotional nadir. Here, Jim succumbs to temptation and runs to the carousel to become older. Mr. Dark captures both boys. Charles arrives too late and is struck down, his heart failing as Mr. Dark taunts him about his age and weakness. The carnival seems to have won completely., reveals the protagonist at their lowest point. This beat's placement in the final quarter sets up the climactic reversal.
The Second Threshold at 76 minutes initiates the final act resolution at 80% of the runtime. Charles realizes that the carnival's power feeds on fear, desire, and self-hatred. He chooses to embrace life's imperfections with love rather than regret. Rising despite his wounds, he confronts Mr. Dark not with violence but with acceptance, laughter, and genuine love for his son., demonstrating the transformation achieved throughout the journey.
Emotional Journey
Something Wicked This Way Comes's emotional architecture traces a deliberate progression across 15 carefully calibrated beats.
Narrative Framework
This structural analysis employs proven narrative structure principles that track dramatic progression. By mapping Something Wicked This Way Comes against these established plot points, we can identify how Jack Clayton utilizes or subverts traditional narrative conventions. The plot point approach reveals not only adherence to structural principles but also creative choices that distinguish Something Wicked This Way Comes within the fantasy genre.
Jack Clayton's Structural Approach
Among the 2 Jack Clayton films analyzed on Arcplot, the average structural score is 7.1, reflecting strong command of classical structure. Something Wicked This Way Comes represents one of the director's most structurally precise works. For comparative analysis, explore the complete Jack Clayton filmography.
Comparative Analysis
Additional fantasy films include Thinner, Ella Enchanted and Conan the Barbarian. For more Jack Clayton analyses, see The Great Gatsby.
Plot Points by Act
Act I
SetupStatus Quo
Small-town Green Town, Illinois in autumn. Best friends Will Halloway and Jim Nightshade live ordinary lives, though Jim yearns for adventure and Will feels disconnected from his aging father Charles, the town librarian who regrets the years lost to caution.
Theme
Lightning rod salesman Tom Fury warns the boys that a storm is coming, telling them that some men grow old with grace while others are consumed by regret and desire—foreshadowing the carnival's temptations that prey on unfulfilled wishes.
Worldbuilding
The idyllic but emotionally repressed world of Green Town is established. Charles Halloway's melancholy over aging and distance from his son is shown. The boys' friendship and curiosity are introduced alongside the town's various residents harboring secret desires—the barber wanting hair, the teacher wanting beauty, the amputee wanting his limb restored.
Disruption
At 3 a.m., a mysterious train arrives carrying Dark's Pandemonium Carnival. The boys witness its supernatural arrival as it materializes from darkness and fog, bringing Mr. Dark and his sinister attractions to their peaceful town.
Resistance
The boys explore the carnival and witness its dark magic. They see the carousel that ages or rejuvenates riders and watch townspeople succumb to temptation. Will grows fearful while Jim is increasingly drawn to the carnival's promises. Charles begins researching the carnival's sinister history in the library.
Act II
ConfrontationFirst Threshold
The boys witness Mr. Dark's Dust Witch locate and mark them as threats after they see the carousel's true nature. They choose to investigate rather than flee, committing themselves to opposing the carnival's evil despite the personal danger.
Mirror World
Charles Halloway becomes the boys' reluctant ally and protector. His relationship with Will deepens as he shares his own fears about aging and regret, establishing the father-son bond that will ultimately defeat the carnival's power over human desire.
Premise
The carnival's seductions play out across Green Town. Miss Foley is transformed into a young girl and lost. The boys evade Mr. Dark's agents while gathering evidence of the carnival's evil. Jim's desire to ride the carousel and become older grows dangerous. Charles researches dark carnivals through history.
Midpoint
Mr. Dark confronts Charles in the library, demonstrating his power by showing the names of the damned tattooed on his hands. He offers Charles youth in exchange for the boys' location. Charles refuses but realizes the terrifying scope of the evil they face—the carnival has consumed souls for centuries.
Opposition
Mr. Dark intensifies his hunt for the boys. The Dust Witch nearly kills Will. Jim is increasingly tempted by the carousel's promise to age him. Townspeople transformed by the carnival become Mr. Dark's servants hunting the boys. Charles struggles to protect them while battling his own temptations about lost youth.
Collapse
Jim succumbs to temptation and runs to the carousel to become older. Mr. Dark captures both boys. Charles arrives too late and is struck down, his heart failing as Mr. Dark taunts him about his age and weakness. The carnival seems to have won completely.
Crisis
Charles lies near death while the boys are trapped. Jim is placed on the carousel, about to be aged into oblivion. Will watches helplessly as his best friend and father both face destruction. All seems lost to Mr. Dark's ancient evil.
Act III
ResolutionSecond Threshold
Charles realizes that the carnival's power feeds on fear, desire, and self-hatred. He chooses to embrace life's imperfections with love rather than regret. Rising despite his wounds, he confronts Mr. Dark not with violence but with acceptance, laughter, and genuine love for his son.
Synthesis
Charles defeats the Dust Witch through laughter and joy, which destroys her. He frees Will and together they rescue Jim from the carousel. Charles confronts Mr. Dark directly, whose power crumbles against genuine love and self-acceptance. The carnival is destroyed as dawn breaks, its dark magic undone by the power of a father's love.
Transformation
Charles and Will embrace as the carnival burns behind them. Jim is saved, returned to his true age. Charles no longer fears growing old—he has found meaning in love and connection. Father and son walk home together at dawn, their bond restored, having learned that life's value lies not in youth but in how we love.
