Jonathan Winters stars as a night watchman working late at Walt Disney Studios on Halloween night. He is accompanied by his dog, Peanuts. The night watchman, bitter about working on Halloween night, stumbles upon the prop room at the studio and begins acting out scenes with various props. Eventually, he finds a crystal ball containing a talking Jack-o'-lantern (also played by Winters). Jack-o'-lantern is hiding out from Halloween because it's no longer scary like it was back in "the olden days".

Jonathan Winters
as

Clarence Nash
as Donald Duck/Huey/Dewey/Louie/Cat Judge/Ichabod Crane’s Voice

Bing Crosby
as Narrator/Brom Bones

June Foray
as Witch Hazel

Walt Disney
as Mickey Mouse