Now available for rent or purchase on iTunes, Amazon, GooglePlay, ROKU, FandangoNow, VUDU, Hoopla, Kanopy, and major US cable video on Demand platforms such as Xfinity, the movie used Clarion as its background because of two Clarion natives, Director/Producer Drew Gabreski and Producer Jay Lavely.

Filmed during 18 days in November of 2013, the Samuel Goldwyn Film is being described by critics as “an absolute must-see for any horror fan that likes real terror.”

The transition from the footage to a finished movie and distribution is another story with enough challenges to make anyone “be afraid” of entering the movie business, but both Gabreski and Lavely are pleased with the results.

“People from the Clarion area will recognize parts of Clarion County, from the Climax tunnels and Piney Dam tunnels to the Clarion Police Station, to the old Clarion Hospital,” said Lavely. “That makes the film even more enjoyable for local people.”

Gabreski and Lavely are both graduates of the 1989 Clarion Area High School, as well as Rachel (Smith) Murray an actor in the movie and David L. Lambert, transportation and set security.

Gabreski said the local shooting gave them the scenery they needed.

“There’s no way that even if we had all of the money in the world we could have had a better location than the one we had,” said Gabreski. “If we tried to replicated the locations the Hollywood way, building them on soundstages in Burbank, California, it wouldn’t have come out the way it did. Having incredible, practical locations is gold.”

Both Lavely and Gabreski are grateful to everyone from the Clarion/New Bethlehem area who assisted them in many ways, from acting as extras to providing shooting locations to providing any kind of help they needed.

The horror/science fiction movie centers on Dr. John Chambers and his family moving to Clarion and their new home.

“John begins to experience sleep paralysis,” says the official IMDb movie description. “Lying there paralyzed, trapped within his own nightmare, other-worldly beings visit John. They are entities, which exist in the darkest shadows of the night and can only be seen out of the corner of one’s eye. These encounters begin to haunt John, transforming to complete terror as he discovers the entities’ sole purpose…the abduction of his seven-year old son. In the end, John will uncover the town’s horrific secret, a portal on his land, and make one last attempt to save his son before the shadow people permanently take him away to their world.”

There were a few challenges in filming. With 80 percent of the crew based in Los Angeles, there was a shock to the system with the first day of shooting at Palmer’s store on Route 66 early in the morning, and it was 12 degrees.

The cast and crew all mentioned how accommodating everyone was during their time in Clarion. Michelle’s Cafe talked about tracking the crew and even passing the rumor that Johnny Depp was in town. The crew may have perpetuated the Depp rumor but no one was sure how a pirate would fit into “Be Afraid.”

“It was so important for me to bring a film to Clarion,” said Gabreski. “It was my first film, and I knew for many, many years that I wanted to bring a movie there. For the budget range that we were working with, it just made sense because we have all of those practical, incredible locations. The abandoned tunnels, the woods, the beautiful home we had access opt thanks to Dr. McNamara. It was in many ways a dream come true.”

One of the memorable scenes in the movie was filmed at night in the Climax abandoned rail tunnel, complete with its eerie bricks adding to the mystery. Following filming, a reconstruction project for the tunnel and the rail-to-trail program added a steel support system, and the tunnel will not look the same. (Some of the shooting for another end of the tunnel was also done at Piney Dam.)

“I describe this as a good, little film,” said Gabreski. “I think it’s got many incredible attributes. What we did with 18 days of filming is pretty incredible, especially in this genre. We had so many locations and shooting in those railroad tunnels to four or five in the morning. The last time we were there we were literally shooting until sunrise. There’s an incredible moment, probably one of my most favorite moments in this film, is when the lead character played by Brian Krause wakes up, and he’s laying on the floor of the tunnel, gets up and walks out of the tunnel into the woods, and there’s this amazing light with a shade and aura in the woods. The sun was literally coming up, and we got this incredible moment, and it was shot at six in the morning after we had been going for 16 hours.”

“There were these gifts that were given to us like John getting on his feet and stumbling out almost looks like sci-fi supernatural, and it almost looked like another world.”

The cast also included Callie Thorne, Jimi Paige, Kevin Grevioux, and others. Lavely said Clarion native Todd Goble also had a small part and was cast after many read for the part.

Gabreski emphasized that Hollywood is 100 percent a business, and if they don’t think they can make a lot of money off of the project, they’re not interested. “Be Afraid” was stalled in post-production due to some financial backers changing their minds, but new financing was found and distribution secured. The next level of distribution following the DVD will be licensing “Be Afraid” to outlets like Netflix, Hulu, and Amazon Prime later in the year.

“To be brought in under the umbrella of Samuel Goldwin in a really cool nostalgic thing for me,” said Gabreski, “With who he is and how he built his studio way back in the day and the successful projects he was involved in back in the day and the rich history there. I’ve been at this for a very long time developing projects, packing projects, and chasing money, so you can make that first couple of films and if one of those hits and become successful.”

Lavely would love to make a “Be Afraid” sequel in Clarion.

“I would embrace a sequel and what that is going to take is everyone watching, talking about it, and embracing it however they can — whether on Facebook or however. It needs to go viral, and then Hollywood will pay attention.”

“I would love to come back to Clarion, hopefully with a much bigger budget. I always had this grandiose vision of really showing Clarion. I just want to be able to show Clarion, and it takes money to shoot things properly and have all of the toys and bells and whistles to be able to pull it off the right way. I have always has this vision to capture all of Clarion and Cook Forest and all of the woods we used to play in. There’s a little bit of that in the film, but not enough. I would absolutely love a sequel.”