Monsters have some pretty
predictable hiding places, and in
1999, Disney used one of the
classic go-tos—under the bed!—
as inspiration for the second-ever
PG-rated Disney Channel Original
Movie. (Most others had been G.)
Don’t Look Under the Bedwel-
comed viewers to the small town
of Middleburg, where teenager
Frances (Erin Chambers) was
battling the Boogeyman (Steve
Valentine) with the help of imagi-
nary friend Larry Houdini (Ty
Hodges). Director Kenneth John-
son shares secrets from the cult
favorite.—Samantha Highfill
Viewers Almost
Got a Much Scarier
BoogeymanThe look of the
monster (and his
terrifying finger-
nails) is something
young viewers
won’t soon forget.
But turns out it was
originally even
worse. “In the early
concept drawings,
it was really dark
and [had] quills
sticking out,” John-
son says. “It was
nightmarish.” Ulti-
mately, Johnson
decided he didn’t
want the Boogey-
man to be too dark,
so it was bye-bye,
serpent’s tongue.Disney Caught
Flak for the FilmWhen Johnson
was makingDon’t
Look, the thought
of a rating never
crossed his mind—
after all, it was a TV
movie. But when
the film was given
a PG rating, there
was a “kerfuffle”
about how fright-
ening it was.
“There were a
number of meet-
ings where we’d
talked about the
tone and what
[Disney] wanted
it to be—scary
but not too scary,”
Johnson says.
“That’s the bar we
kept trying to find.
Everybody thought
we had hit it until
they started get-
ting derogatory
mail after it aired.”The Ending Got
Scrapped“In the original
script, Frances and
Larry clipped on
the temptrifuge,
and it solved the
problem and the
Boogeyman went
away,” Johnson
says. But, referenc-
ing the lesson of
Dumbo, he adds:
“The hero cannot
be using some-
thing outside of
herself. The hero-
ism has got to
come from within.”
And that’s why
Frances ultimately
defeats the
Boogeyman by
admitting she’s not
scared anymore.An Onscreen
Kiss Nearly
Didn’t HappenThe role of Fran-
ces’ friend Larry
was not written as
a black character,
and when a black
actor was cast,
Johnson says, Dis-
ney posed a ques-
tion: What are we
going to do about
the kiss at the end?
“Disney was con-
cerned about hav-
ing a black boy kiss
a white girl. They
asked me to do it a
couple of different
ways, including
not really at all.
I fought for it.”
Eventually, John-
son says, Disney
stepped up: “The
way it is in the film
is exactly the way
I had always
intended to do it.”
1999SECRETS OF THE SCARIEST KIDS’ MOVIE EVER( From far left ) Erin Chambers, Ty Hodges, and
Jake Sakson; concept art for BoogeyworldDON’T LOOK UNDER THE BED: EVERETT COLLECTION; ILLUSTRATION: KENNETH JOHNSON