Film: Sleeping Beauty There are a few scary moments in Disney's Sleeping Beauty, and they all involve Maleficent funnily enough. From the creepy music that plays when Aurora is climbing the stairs to the spinning wheel under Maleficent's trance and anytime Maleficent is being all, well, maleficent. However, the scariest bit is when she captures Prince Phillip, ties and gags him while her minions dance around the fire celebrating his captivity. And of course, when she turns into a huge dragon. During one of the final scenes, the audience watches on in horror as prince Phillip goes into battle armed with only a sword and shield against Maleficent's dragon form and her forest of thorns. How is Prince Phillip supposed to battle a fire breathing dragon on his own? It turns out that he really, really wants to kiss Aurora, and the rest is history.