KIDS WANT scaring and "The Witches" knows how to scare 'em good. But not so much they wake up screaming, and not so little they start going sproing-sproing-sproing in their seats. As for grownups -- who knows what they want? They're so weird. But "Witches" takes care of them too. In this extended good time of a fairy tale, there's something for everyone.

A word or two about witches, as told to 9-year-old Luke (Jasen Fisher) by his Norwegian grandmother: Witches loathe children. They can't stand the smell of children. And the more children shower, the easier it is for witches to smell them. Beware, parents: Kids may use this to their advantage after the movie. Some other pointers: Witches have square toes and purple eyes. They wear latexed human faces under which lurk their true, hideous features, a rather yucky, purplish mass of kid-hating flesh.

To Luke, this is just a bunch of bedtime reading. But when he and grandma Helga (Mai Zetterling) check into a British hotel, they stumble into the midst of a nationwide conspiracy, masterminded by the Grand High Witch (Anjelica Huston). It involves a wicked potion that turns people into mice and spells trouble for any boy or girl in England who likes chocolate.

Unfortunately, Luke and a rather greedy lad called Bruno (Charlie Potter), become the first of the cheese nibblers. With the help of Helga and a lot of planning and scurrying about, they're going to have to turn the tables on these hags before the witches start buying up every candy store in the country.

In front of the camera, Huston makes a wonderfully vampy witch, capitalizing once again on her Rorschach combination of beauty and uncomeliness; she's as beguiling as the animated queen in Walt Disney's "Snow White." Fisher (who was Steve Martin's problem child in "Parenthood") exudes just the right amount of intelligent precociousness. Zetterling is a charming grand-maternal heroine, and Bill Paterson (who starred memorably in Bill Forsyth's "Comfort and Joy") also has a nice comical turn as Bruno's besotted, abrasive dad.

The most credit, however, should go behind the camera, to at least three people. First of all, there's Roald Dahl, who penned the original book. Then to director Nicolas Roeg, who made the eerie classics "Don't Look Now" and "The Man Who Fell to Earth." He keeps the story racing along, interjects suspense with humor, and imposes a distinctively surreal visual style. Finally, posthumous plaudits should be extended to the late Jim Henson, the master muppeteer, who adds to "Witches" his well-established magic bag of "animatronic" tricks. He provides a gargoyled gallery of witch faces, an engaging pair of talking mice and quite a few human-to-rodent transformations.

Those colorfully explosive transformations, like the movie, are not to be missed.

THE WITCHES (PG) -- Area theaters.