Mistress of All Evil, indeed! Angelina Jolie is terrifying in the first first trailer for Disney's upcoming dark fantasy, Maleficent, released on Wednesday, Nov. 13.

The 38-year-old actress stars as the titular villainess who terrorizes Elle Fanning's Princess Aurora character in the retelling of Disney's 1959 film Sleeping Beauty, based on the classic fairy tale.

"I know who you are," an innocent Aurora says in the trailer while walking through a dark forest. "You've been watching over me my whole life. I know you're there. Your shadow, it's been following me ever since I was small. Don't be afraid."

"I am not afraid," Maleficent says from the shadows.

"Then come out," Aurora replies.

Revealing her evil eyes, cape and headdress with horns, Maleficent says, "Then you'll be afraid."

The film tells the classic Sleeping Beauty tale from the perspective of Maleficent and explains what drove her to curse Princess Aurora. Sam Riley, Sharlto Copley, Imelda Staunton, Juno Temple and Lesley Manville also star in the Robert Stromberg-directed film, which is set to hit theaters on May 30, 2014.

Watch the first trailer for Maleficent in the video above and tell Us what you think!