Artist Roxie Hockens shares the inspiration behind her creepy Disney art pieces!  She also explains how her evil laugh might be the inspiration for a new Disney Villain! And at the end of it all she even gives you a valuable life lesson!

Former Cast Member Adam Leonard (of the Friendly Neighborhood Fanboys Radio Show) shares some creepy tales from his time working at Pirates of the Caribbean at the Magic Kingdom!  Also Peter Pan stops by to share the creepiest thing that happened to him in Disneyland!

James and Annie take a look at the creepiest parts of Captain EO!  And at the end of the episode they announce the winners of the Maleficent pin contest!