Don't Be Afraid of the Dark is a 2010 dark fantasy horror film written by Guillermo del Toro and Matthew Robbins, and directed by Troy Nixey in his feature directorial debut. It is a remake of the 1973 ABC made-for-television film of the same name. The film stars Katie Holmes, Guy Pearce, and Bailee Madison as a family moving into a 19th-century Rhode Island mansion, where the withdrawn daughter begins to witness malevolent creatures that emerge from a sealed ash pit in the basement of the house. Jack Thompson also stars in a supporting role. An international co-production between the United States, Australia, and Mexico, it was filmed at the Drusilla Mansion in Mount Macedon and Melbourne.