"Pan's Labyrinth" (El Laberinto del Fauno) Directed by: Guillermo del Toro Starring: Ivana Baquero, Sergi Lopez, Ariadna Gil, Maribel Verdu Rated: R (for mild adult language, mild sexuality) Running time: 112 minutes Best suited for: Adult fairytale fans; gothic fantasy and metaphysical film lovers Least suited for: Children under the age of 13 or 14

We sometimes forget- we Americans who've been sanitized and coddled by cute Disneyesque versions of such things- that the fairy tale (from the French word feerie, meaning illusion) was originally meant as a cautionary fable, a legend or piece of folklore told to terrify children into obeying, not wandering off into trouble or danger.

Even nursery rhymes- those catchy little verses we sometimes hum today- can be horrific in meaning. "Ring Around the Roses" is an ode to the Black Plague. "Rockabye Baby" is- well, I'm not sure, but the cradle tumbles down, baby and all. In the original version of "Little Red Riding Hood," the grandmother is eaten by the wolf. Hansel and Gretel had been left in the woods by their parents to die.

Comes along another film about a fairy tale (The "Brothers' Grimm" opened last summer) and we forget that very bad things may be happening to good people. We expect happy endings and subdued violence that a kid can swallow. (Little orange Nemo, for instance, losing Mom and 399 siblings in one gulp. How many tykes lost sleep over that reference?)

So be warned, gentle reader, that Mexican director Guillermo del Toro has brought to the screen a magnificently stylized, riveting fable (in Spanish, by the way, and subtitled) about a little girl and her fantasy friends- in a brilliant film that is not intended for younger children. Trust me. Your 8-year-old will be cowering under the theater seat by the time "Pan's Labyrinth" (El Laberinto del Fauno) is over. Because this one is a throwback to the oldstyle, pre-Disney fairy tale, a cautionary fable about questioning authority and breaking the rules, as dire as the consequences might seem.

Ivana Baquero plays little Ofelia, living in war-torn Spain during the Spanish Civil War. Fascist Generalissimo Francisco Franco's forces still occupy much of the countryside, attempting to put down the revolution with an iron fist.

Ofelia's pregnant mother, Carmen, is widowed and has recently married Captain Vidal, a ruthless garrison commander attempting to quell an uprising in the deeply forested countryside near Madrid. Ofelia's mother is a somber realist- well aware, perhaps, of the captain's brutality, but also aware that the world is not a happy place and that people do what they must to survive.

Carmen pleads with her daughter to call the captain "Father," but the girl refuses to do so.

Instead, Ofelia- who brings to her new home, her new life, a stack of fairy tales and children's fantasy books- begins to break from the dismal reality that surrounds her. The captain immediately dismisses Ofelia as not useful to him, too young to cook or clean. He's diligent to the pregnant Carmen only because he's certain she'll bear him a son- a legacy.

But Ofelia is already distracted: she discovers an ancient stone labyrinth near the garrison and begins to play there, despite warnings from the locals of its danger. No more dangerous, she must surmise, than losing a father and living with a sociopath who barely acknowledges her presence.

Think of Ofelia as Dorothy from Kansas; the damp, gray countryside is Oz and the captain is the Wicked Witch. Very quickly Ofelia is swept into a fantasy world, visited in the stone labyrinth by a horned, goat-like creature who gives her three tasks to accomplish. If she succeeds, she will be whisked away to her rightful home, a magical kingdom deep underground. She will rule there as a princess, in a land without pain or misery.

Is this underground utopia a real world or simply a fantasy inside Ofelia's head? Director del Toro doesn't tell us directly. Ofelia diligently begins her tasks, which seem somehow no less foreboding than the outside world she longs to escape. She meets creatures as terrifying as the soldiers who occupy the countryside- even within Ofelia's mind, fantasy is a dark and brooding place.

When her mother falls gravely ill, Ofelia realizes she has little time to finish her task.

If there's a flaw to "Pan's Labyrinth," it is a selfish one. As Ofelia begins to delve into her fantasy, we want desperately to be along for the ride- yet the real world continues to permeate the film. Captain Vidal captures a rebel soldier and tortures him while we watch. Ofelia escapes as much as she is able, but as the realworld violence escalates around her, around us, her time with Pan seems curtailed, minimized.

Director del Toro doesn't pull his punches, either in our world or Ofelia's- and in the end, whether Ofelia's world is magical or imagined or simply a place we call "heaven," you'll have to judge for yourself. Still, you won't forget Ofelia's journey here, or your own, for a very long time to come.