It’s not hard to imagine a nine-year-old Guillermo del Toro hugging his Frankenstein doll (come on, you know he had one) extra tightly after watching the 1973 made-for-TV movie Don’t Be Afraid Of The Dark; give the low-budget but rather disquieting haunted house flick a fresh look today and it’s still an unsettling experience, at times borderline cheesy but consistently off-putting and straightforward in its menace. In ’73, director John Newland pint-sized monster feature focused on a useless husband and his wife, Sally (a fine Kim Darby), who move into a creepy new home, where the missus becomes the stalking target of the little demon creatures that reside in the basement, whisper in soft, eerie voices, and attack without announcement. Little is known about the mini antagonists’ origins, and barely any more is divulged about their motivations—they’re just hanging around the crib to raise hell, plain and simple, and Don’t Be Afraid Of The Dark ’73 is all the more disturbing for its lack of explanation.

Del Toro, however, apparently doesn’t think so. Maybe the Mexican-born genre maverick (whose directorial credits include Pan’s Labyrinth and the Hellboy flicks) was more bothered by the little beasties’ bizarre design, which made them look like shrunken midgets in dime-store goblin costumes. Whatever the case, del Toro clearly wasn’t a fan of the original film’s subtleties. His long-awaited, thirteen-years-in-the-making Don’t Be Afraid Of The Dark, which he both produced and co-wrote (comic book artist turned filmmaker Troy Nixey directs), gives the creatures a long-winded back-story that could justify an entire graphic novel prequel series.

Soaked in H.P. Lovecraft and Arthur Machen influences, Don’t Be Afraid Of The Dark ’11 spends far too much time detailing the villains’ history, not to mention showing them in full views way more than is necessary. When they’re shrouded in shadows, pinned to the camera’s corners, and only felt through macabre whispers, the unwanted houseguests make for shivery baddies; once the final act hits and they’re in front of the camera more than star Guy Pearce, Don’t Be Afraid Of The Dark loses nearly all of it scary force. For an R-rated horror movie, it’s really just a extra edgy Goosebumps episode, not the hardcore, domestic creepshow that the trailers and commercials might have promised.

In light of its never-all-that-scary mood, though, it’s an entertaining misfire. The film’s Nick Jr. ambiance shouldn’t came as a surprise, considering del Toro’s good name is attached. From his 1993 debut, the subversive and excellent vampire pic Cronos, to 2001’s The Devil’s Backbone and 2006’s Pan’s Labyrinth, del Toro has long preferred telling scary stories through child protagonists; here, he remixes the 1973 TV movie by shifting the terror away from an adult female and directly onto 11-year-old Sally (an impressively stern Bailee Madison), who’s been shipped to her architect father’s (Pearce) new creepy old mansion/home/work project by her irresponsible mother. Inside daddy’s new pad, which once housed a wealthy designer named Blackwood who vanished decades prior, Sally is hesitant to bond with poppa’s new lover, Kim (Katie Holmes); rather than embrace a surrogate mother, Sally’s preoccupied with the strange voices coming from the secret, though now uncovered, basement, where Blackwood’s studio was once located.

As Sally eventually learns, the diminutive creatures—CGI creations that fortunately steer clear of overtly fake-looking graphics—are actually homicidal fairy lords who burrow miles underground and surface every so often to eat kids’ teeth. It’s all very Lovecraftian, specifically the legendary horror writer’s 1933 short story “Dreams In The Witch House,” but if there’s one thing H.P. Lovecraft knew well, it’s that the most effective genre stories operate with little background information. In Don’t Be Afraid Of The Dark, the monsters aren’t mysterious—they’re far too transparent. And what’s truly odd is that the film’s opening scene gets it right; briefly showing Blackwood’s fate, director Nixey stages the film’s gruesome prologue as a vicious, sadistic horror set-piece, a squirmy opener that winks at Oldboy without dropping more than a splash of blood. It’s Don’t Be Afraid Of The Dark’s only legitimately frightening moment, perhaps because it seems imported from a different, much heavier movie.

Nixey and del Toro had noble intentions for Don’t Be Afraid Of The Dark; with hardly any gore, it’s a minimalist throwback to old-school Gothic horror, and for that it’s worthy of applause (note Sally’s prehistoric Polaroid camera). And any scare flick that treats its central pre-teen character as a fully developed role and not a one-note Child Of The Corn rip-off deserves a hand; to that point, Madison’s performance is surprisingly mature, giving Sally an imposing presence that belies her juicebox age.

The grown-ups aren’t as notable. Holmes does her best with an under-cooked part, and she truly comes alive during the flick’s frantic climax, but the character of Kim spends too much time brooding and not enough time connecting. And there’s not much to say about the usually compelling Pearce, mainly because he’s a complete non-factor throughout the film; at a recent New York City screening, del Toro himself referred to Pearce’s character as “the completely useless male lead,” and, despite his playful tone, GDT wasn’t kidding.

In the screenwriting phase, del Toro and co-scribe Matthew Robbins needed to spend more time fleshing out all characters not named Sally and less energy formulating the in-effect fairy mythology. But, alas, they cranked out a sporadically fun ride with scant lasting power. Be afraid of the misplaced overindulgences.