Movies That Suck: Hillbillys in a Haunted House (1967)

Speaking of the side-effects of research that I mentioned in the introduction to The Horror of It All, I learned of this thing during my first year doing October Fest, when I reviewed the 1946 film, She-Wolf of London, directed by Jean Yarbrough. In looking up information on Yarbrough and his career, I found that this was his last theatrical film, a lousy horror-comedy-musical that featured Lon Chaney Jr., John Carradine, and Basil Rathbone, the latter of whom died not too long after it was released. What I didn't know at the time was that I'd actually read about this movie years before in the book, Lon Chaney Jr.: Horror Film Star, 1906-1973, which speaks volumes about how much of an impression the plot synopsis, author's summation, and the very title left on me. Like The Horror of It All, I just threw this in to fill up a slot in the month and, going into it, I was equally apprehensive that it was going to be unbearable. But, while The Horror of It All proved to be a competently-made but very mediocre movie, Hillbillys in a Haunted House is, indeed, complete dreck that's hard to sit through. The three leads are a trio of country bumpkins who are inoffensive but also hardly memorable or effective protagonists (I've also learned this is actually a follow-up to another movie that featured these characters), Chaney, Carradine, and Rathbone have little of note to do, the film is horribly paced and not funny at all, and, worst of all, even for a musical, there are too many songs, with their main purpose being to pad out the running time. Seriously, if you took the musical numbers out, this movie would barely be an hour long, if that.

Country music singers Woody Wetherby and Boots Malone, along with their manager, Jeepers, are on their way to Nashville for a country music jamboree, when they get caught up in a shootout between the local police and a pair of darkly-dressed men who turn out to be spies. Although the spies are arrested and taken away, the experience badly frays the nerves of Jeepers, who's already on the verge of a breakdown due to overwork and exhaustion. Worried for their friend, Woody and Boots decide to find a quiet place to spend the night before heading on to Nashville the next day. Driving to a tiny and nearly deserted town called Sleepy Junction, they stop at the local gas station, only to learn that there's nowhere there for them to stay the night, save for the old and abandoned Beauregard Mansion. With a storm looming over them, the trio decide to go there, but once they're gone, the gas station attendant realizes he forgot to tell them the mansion is haunted. Arriving there, the three of them do find the place to be spooky and foreboding, but with the storm approaching fast, they decide to take their chances. Once they manage to get the inside lights on, the place becomes less creepy, and they attempt to relax. Unbeknownst to them, the mansion's cellar is the home base of a group of spies: Madame Wong, her brutish bodyguard, Maximilian, Gregor, and Dr. Himmil, as well as Anatole, a large gorilla whom Max is quite fond of. Though Woody, Boots, and Jeepers come across some spooky sounds and sights that would suggest the mansion is haunted, they're actually devices used to scare off intruders. Although the singers come to decide they'd rather be elsewhere, their car refuses to start, leaving them with no choice but to stay. They soon meet Madame Wong and Max, the former of whom says she owns the house. At first, Wong tries to make them leave, but when they convince her that they're just entertainers and nothing more, she allows them to stay but tells them not to go anywhere other than the living room. However, Gregor and Himmil believe them to be agents from M.O.T.H.E.R. (Master Organization to Halt Enemy Resistance) and, since they're so close to completing their current operation, they decide not to take any chances, despite what Wong might think.

This is the third movie by Jean Yarbrough I've talked about, with the others being the aforementioned She-Wolf of London and 1940's The Devil Bat, with Bela Lugosi. Between those two films and others like King of the Zombies, House of Horrors, and The Creeper, he obviously was no stranger to the horror genre, but he was also adept at comedy, having directed two Bowery Boys movies and a handful of Abbott and Costello's movies, including In Society, Here Come the Co-Eds, The Naughty Nineties, Jack and the Beanstalk, and Lost in Alaska, as well as episodes of their TV show. Heck, he wasn't even a stranger to musical-comedies, so one with a horror movie motif should have been something he could have pulled off fairly well, but here, the deck was stacked too high against him, not only by the miniscule budget and the bad shape some of his actors were in, but also probably because he was in his mid-60's, was likely just a director for hire, and was about to retire from filmmaking anyway.

Since this movie is yet another Scooby-Doo prototype, much more so than some of the previous ones we've looked at this month, I'll run with that notion by saying that the best way to describe the movie's three leads, Woody Wetherby (Ferlin Husky), Boots Malone (Joi Lansing), and Jeepers (Don Bowman), is as deep south versions of Fred, Daphne, and Shaggy. Like I said in the introduction, there's nothing unlikable or annoying about them, and if you're kind of a country bumpkin yourself, as I am, you may even find them a bit endearing, but they're nowhere close to being compelling or charismatic enough to carry a movie (the notion that they'd already done so really floors me). In fact, Pat Boone had more personality in The Horror of It All than all three of these guys put together. Woody, for instance, is about as stiff as his name implies. He comes off as a good enough, friendly kind of guy, one who, like Boots, is worried about Jeepers' physical and mental well-being and tries to find a quiet place for them to spend the night, but there's not much noteworthy about him, aside from his goofy facial expressions that consist of a constantly raised eyebrow and Elvis-like lip curl. Also, despite being sort of the head of the trio, he has instances of being nearly as dim-witted as Jeepers. Speaking of which, Jeepers is probably the one who has the most personality, mainly because he's a Shaggy-like scaredy cat who's truly creeped out by both the Beauregard Mansion and the constant thunderclaps, and is also rather slow and dim-witted, often saying things incorrectly or not comprehending things at all. Unfortunately, Bowman's acting is terrible, and instead of being fun to watch, he comes off as just a shallow dullard. And finally, Boots is definitely a very lovely young woman, with a nice voice and warm personality to match, but there's not much else to her. I was really sad to learn that Lansing, who replaced another person who played Boots in the previous movie, The Las Vegas Hillbillys, died from breast cancer just five years later, as the age of 43. Also, according to Don G. Smith in his book on Lon Chaney Jr. that I mentioned, she was in pain during the making of Hillbillys in a Haunted House from a botched surgery. Again, that sucks because, even though her character here isn't much, she seemed like a really lovely young lady.

As for Chaney, he's the one among the trio of old horror legends in this film who has the most to do, although that's not saying much. Playing Maximilian, Madame Wong's bodyguard, and coming off as a tad bit dim-witted himself, he mainly stays by her side and does what she says, but he does have one standout scene, where he and Wong drive out to a rocket base in nearby Acme City so he can get a top secret rocket formula from a fellow conspirator. Putting on a lab coat, he walks into the building, only to run into an overly chatty night janitor who holds him up. After nearly a minute of listening to him gab, Max manages to get by him, only to find that the room he needs to get into is locked. That janitor then proves to be a life-saver, as he unlocks the door for him, and Max is so grateful that, when the janitor is about to walk off without his bucket, he reminds him. But then, right after that, when he gets the rocket formula from the co-conspirator (who later turns out to be an agent), Max shoots him with a silencer, figuring he'd probably betray them since he's willing to betray his country, a moment that's quick but kind of brutal and cold-blooded on his part. It's not surprising, though, as Max does show a penchant for torture and is eager to use the medieval devices in the mansion's basement. Other than that and a moment where a shot of his face pops up on Jeepers' portable TV set when he's trying to watch a performance by Merle Haggard, the only other thing noteworthy about Max is his affinity for Anatole, the gorilla, much to Dr. Himmil's annoyance. He's so taken with him, in fact, that when Agent Meadows shoots him dead, Max angrily attacks him and Boots has to save him. But, all that aside, Smith sums things up best in his brief section on the movie in his book: "As far as Chaney's performance is concerned, little was expected and little was given." Plus, it was very near the end of his career and life, as his horribly bloated face, rather gruff voice, and overall bad look can attest to.

As for John Carradine and Basil Rathbone in their respective roles of Dr. Himmil and Gregor, they spend 95% of their screentime down in the house's basement, either arguing with Madame Wong, contacting their headquarters about the rocket formula they are to steal, or conspiring among themselves against Wong's wishes. The most memorable thing about them is how they believe Woody, Boots, and Jeepers are actually agents of

M.O.T.H.E.R. rather than country singers and, despite what Wong says, watch them suspiciously and take any off-color move they make as a sign of their being agents. When Boots is brought down to the cellar by Anatole, they decide to take the opportunity to interrogate her and come to the outlandish conclusion that her name is merely a code. Moreover, in an act that brings "reading too much into something" to a whole other level, they convince themselves that her last name means she's, "M.O.T.H.E.R. Agent L-One." One good thing I can say is that both of them play off each other well enough, coming off as cohorts who enjoy each other's company so much that they discuss taking a vacation together. They also liked the haunted house cover they came up with so much that they eagerly discuss making another when they relocate to Alamogordo for their next assignment, both of them even begging Wong to let them fly one of the fake ghosts just once more. It makes you wish they were in an infinitely better movie. As for the men individually, Himmil absolutely detests Anatole and becomes annoyed with his constantly escaping his cage and roaming around the house, leading him to decide to kill him by the end of the movie. However, Anatole is the one who ends up killing him, resulting in his being the only member of the main cast who dies. Gregor, however, has little to make him stand out aside from his being played by Rathbone (again, in his next-to-last role, which is really sad), although during the climax, he realizes that there's an actual ghost in the house. He's also so scared by the ghost appearing again afterward that he apparently put up no fight at all when he, Max, and Madame Wong were captured.

Even though they have little to do, at least those three bring along some sort cache and gravitas with their very presence, which is more than I can say for Madame Wong (Linda Ho). While she's more competent than Himmil and Gregor, as she's smart enough to realize that Woody, Boots, and Jeepers are who they say they are and allow them to stay without doing anything to make them suspicious (save for when she tells them to stay in the living room), her acting is horribly wooden and monotone. Even though she's supposed to be the one in charge, being their contact with headquarters, she's so less animated and theatrical than both Himmil and Gregor that it doesn't feel right when they bow to her during their heated arguments. In fact, it seems that Himmil and Gregor, who are perfectly capable of contacting headquarters themselves, only put up with her and Max at all because, without her connection to Dr. Fu, they won't receive any payment. And during the climax, she's hardly threatening, even with a gun, and is easily disarmed by Woody and Jeepers when they jump her from behind after she's wasted her bullets on the real ghost. Also, this movie isn't likely to win any fans among sticklers for proper Asian representation, as the bad guys' two contacts at headquarters are both Asian: Agent Ming Toy (Virginia Anne Lee) and Dr. Fu (Allen Jung), the latter of whom has even less acting talent than Linda Ho.

The closest thing this movie gets to a traditional hero is Jim Meadows (Richard Webb), a M.O.T.H.E.R. agent who was working with the man the bad guys thought was a co-conspirator and, before he dies from Max shooting him, learns from him that their base of operations is the Beauregard Mansion. When he first arrives there and comes across Woody and Jeepers, he thinks they're contact agents, but Woody is able to convince him that they're just entertainers and also tells him how they wound up at the mansion. He then aids them in finding Boots, who's been captured by the spies at this point, and finds his way down to the mansion's cellar, rescues her, and kills Anatole when he kills Himmil. Because of that, he's attacked by Max, who proves to be too big and brutish for him to handle, leading Boots to save him by smashing him over the head. By the end of the movie, with the spies all rounded up and the singers back on track to Nashville, Meadows promises to look Boots up, saying, "When I make a promise, especially to a beautiful girl like you, I don't break it."

If Anatole the gorilla looks familiar, that's because the gorilla suit is the very same one used in the 1961 movie, Konga. In fact, it was actor George Barrows' own personal suit, and while he didn't actually get to play Konga, he is the one playing Anatole here. Anatole is mainly just a big brute of an ape, one who has a close relationship with Max, who says he's really sensitive, but is antagonized by Dr. Himmil, who absolutely despises him and finds his tendency to escape from his cage to be very irritating. Indeed, Anatole escapes from his cage so often, only to be back in it between scenes, that it makes you wonder if he can teleport. Around the halfway point, he escapes from his cage, makes his way upstairs, abducts Boots, who saw him earlier, and brings her back down to the basement. While this aggravates Himmil even more, Gregor thinks Anatole was trying to help them, since they earlier discussed interrogating one of the three intruders. Whatever the case, near the end of the movie, when Agent Meadows finds and rescues Boots, he starts fiddling with their control panel down there, activating all of the gadgets they've used to make the mansion seem haunted. Himmil, who's searching for Woody and Jeepers with Gregor, thinks Anatole has escaped and is up to mischief again. Fed up with his antics, he goes back downstairs, intending to kill him, but then, Anatole does actually escape his cage and attacks his adversary, killing him by crushing him in a powerful bear hug. But then, Anatole himself is killed when Meadows shoots him dead.

Given the movie's subject matter and tone, it's not surprising that several well-known country music stars of the time appear for no other reason than to sing songs. The most egregious one is Sonny James, who shows up at the mansion, along with his group, not too long after the main trio does the same. They just happen to live near the mansion and decided to drop by when they hear Woody playing. They stay long enough to tell the place is

haunted and sing a couple of songs, before getting scared off when a skeleton starts dancing above the fireplace. As I mentioned earlier, Merle Haggard appears, both when Jeepers is trying to watch some TV to relax and during the jamboree in Nashville the movie ends on. Molly Bee and Marcella Wright appear in that final scene as well.

That makes for a good segue into one of the movie's major problems: the songs. For me, it's actually not so much the songs themselves (none of them are great but I don't find them as irritating as other people might) but rather, the sheer abundance of them. You know how many songs are in this 83-minute movie? You're thinking maybe five at the most, right? Try twelve. In fact, you could even say there's thirteen, as the first song gets a reprise near the end. Either way, it's ridiculous how many times

this damn movie stops for a song. For example, there's an eight-minute stretch early on that has three songs, with one immediately following another, and just around six minutes after that is another one. Fortunately, after a moment where Jeepers' attempt to watch Merle Haggard sing on TV is continuously interrupted by the bad guys' faces appearing on the screen (for some reason), there are no more songs until the ending, but that's hardly any consolation, as there are numerous other

problems besides. And speaking of that ending, after the actual story is wrapped up around the 68-minute mark, the last fifteen minutes consist of nothing but the jamboree in Nashville, with six songs in a row before the movie actually ends. This is what I meant when I said all these songs are nothing but padding, as the movie has so little substance to it that, without them, it would barely be an hour. But, the fact that this piece of shit has the balls to go on for another fifteen minutes after its story has ended is intolerable, to say the least, and will probably make you want to kill yourself, especially if you can't stand country music.

That's the thing about me: being someone who grew up less than two hours away from the country music capital of the world, I've always been used to the sound of it and, while it's not a genre I'm in love with, I don't dislike it like a lot of people do. Therefore, most of the actual songs here, while nothing amazing, don't annoy me to the point where I'm ready to throw something at the screen. Okay, I'll admit, the first song, Jamboree Time, which is reprised briefly when they get back

on the road to Nashville near the end, is one of those songs that's so upbeat and overly saccharine that it can be a bit much, especially with Don Bowman's solo lyrics about not feeling so well and Ferlin Husky making some faces where he seems to be in actual pain, but it's mercifully short. After they arrive at the Beauregard Mansion, Woody tries to help Jeepers relax by singing a slow, low-key song called Living in a Trance, which is okay and about never getting over the feeling of meeting

someone special, but it's hardly something you'd want to listen to constantly. The same goes for the two songs Sonny James and his crew sing when they show up: The Cat Came Back (about a guy who can't get rid of this troublesome cat, no matter what he does to it) and The Minute You're Gone (I think that title speaks for itself). I have to admit, though, that Gowns, Gowns, Beautiful Gowns, which Boots sings when she finds a spotless, nicely furnished room with a closet full of lovely dresses

and imagines being a southern belle from the days of the Civil War, did kind of get to me a little bit due to its slow, whimsical charm and her beautifully sung romantic fantasy about the feelings and memories the gowns could elicit, coupled with the knowledge that Joi Lansing wasn't well at the time and didn't live long after the movie was made. I can't say I feel the same about Tell Me Shoes, the bluesy song Merle Haggard

sings on TV about his possibly being cheated on. Again, that's all the songs until the Nashville Jamboree, where you get a handful of them in sequence: Now We're Strangers by Marcella Wright, about being tossed aside by someone she thought loved her just the day before; Swinging Doors by Merle Haggard, about his frequenting a particular bar; Heartbreak U.S.A. by Molly Bee, about waiting for a loved one who's currently

abroad; Wrong House by Don Bowman, which is one of those country songs that's more like a poem with music about it, with him going on about not being able pick his house out from the others that look exactly like it; Part-Time Lover by Joi Lansing, about not wanting to be one of someone's occasional lovers; and finally, The Bridge I've Never Crossed by Ferlin Husky, about having never found true love.

The egregious amount of songs aside, Hillbillys in a Haunted House is just not a fun movie to watch. Nothing about it is funny, be it the main trio bumbling around the house, with Jeepers being the main focus of much of the scares, or the villains dealing with them as they try to bring their plan to fruition. Like I've said, there is some enjoyment to be had in the villains' interactions with each other, particularly Himmil and Gregor's enthusiastic conversations and Himmil's arguments with Max over

Anatole, and the scene where Max impersonates a scientist in order to infiltrate the rocket base has one amusing little moment, but it's not enough to make it worth watching. Also, the movie's latter half is really boring, as all you're doing is watching the characters slowly creep around the mansion and grounds, and the confrontations between the main trio, Agent Meadows, and the villains are not even exciting or funny in a slapstick manner. And while it would be foolish to expect good

screenwriting from this, I still can't believe how incompetent the writing is. The story's structure is already clumsy-footed, what with the numerous musical interludes, the sudden appearance of Sonny James and his band for no other reason than to squeeze in two more songs, and the final fifteen minutes being nothing but songs, but there are other moments that are equally as poor. Early on, Himmil and Gregor argue with Madame Wong about her not using the

secret entrance to the basement but, instead, walking into the house in plain sight in order to investigate a "strange car" she says she saw parked outside. I assume she's talking about Woody, Boots, and Jeepers' car, but then, they act as though it's her fault that the three of them are staying there to begin with. First time watching this, I was so confused, doubly so because we never get to see that foolish act of hers in the first place. And then, near

the end, an actual ghost appears, first to Woody and Jeepers, who initially think he's another one of the villains' illusions, then to scare Gregor out of his wits, and finally to confront Wong, enabling Woody and Jeepers to apprehend her. It is so random and, once the villains are caught and arrested, it's not discussed or even acknowledged because, again, we got a jamboree to go to!

The movie looks like the hot garbage that it is, with even the best possible print being desaturated and horribly cheap-looking, and with some scenes looking almost sepia toned. Granted, I've definitely seen worse (trust me, this has nothing on those public domain versions of Cathy's Curse), but I've also seen much better from similarly low-budgeted movies. Speaking of low budget, boy, does the day-for-night cinematography run rampant here, making the obvious examples in the Hammer and

AIP films of the time look like they were done at midnight by comparison. Also, even though there's supposed to be a storm looming overhead when they first get into town, you'd never know that, given the bright cinematography, which doesn't mesh at all with the nighttime stock footage of clouds and lightning. Finally, there are some examples of badly confusing editing, the notable of which happens when the villains are first introduced. After Himmil first chides Max about

Anatole, it immediately cuts to the group upstairs, as we go into that long section where three songs are played virtually back to back. Then, when we cut back to the villains, we see Himmil rejoining Gregor in speaking with Madame Wong, as Gregor tells him they have more pressing matters to worry about than Anatole, a moment that feels like it should have followed that introductory scene for them. Was Himmil arguing with Max all that time or something? And let's not forget that Anatole was seem roaming outside before we cut back to the basement, where he's now apparently back in his cage. It's nitpicky, I know, but it just goes to show what a disaster this thing was from beginning to end.

The only bit of a bone I can throw the film is that I like how much of a stereotypical haunted house the Beauregard Mansion is. It's a dime-a-dozen, rundown old place with banging window shutters on the outside, lots of dust and cobwebs, old furniture, portraits hanging on the wall, long and narrow corridors upstairs, and bats flying about here and there. A lot of the movie takes place down in the living room, which has a couple of couches, a nice-looking old chair, a fireplace, and a portrait

of General Beauregard above the mantle. You don't see much else of the place aside from the foyer and the second floor, although you do see the inside of a room on the second floor that has, among other things, a skeleton, a freaky-looking statue that's covered in spiderwebs, and shelves that are housing skulls. And down on the first floor, next to the staircase, is the one really clean and nice-looking room in the house (Madame Wong's bedroom), which has a gold color scheme to it and

a closet full of lovely gowns. But, the most noteworthy place in the mansion is the basement, which serves as the base of operations for the villains. Not only does it have a control panel that allows them to keep an eye on the intruders and activate the devices meant to scare them off, as well as a phone and monitor with which to call their headquarters, but also Max's torture devices, like an iron maiden and rack, and the large cage

that Anatole is kept in. There are a couple of entrances that lead down into the cellar: a large staircase in a Gothic-esque chamber akin to a dungeon that leads out into a nearby graveyard through a phony crypt, and a passageways that leads into the rest of the house. Speaking of that graveyard, believe it or not, it does have some atmosphere to it due to its being small and out in the middle of the woods behind the house, with a

lot of gravestones and the fake crypt, a little bit of mist that's always in the air, and the low but audible howling gusts of wind. And I also can't help but like the equipment the villains use to try to scare people away, like a dancing skeleton that pops up on the wall in the living room, panels behind the portraits that Anatole can reach through, and, most classic of all, bed-sheet ghosts rigged on wires that float through the air both in the house and out in the graveyard.

While none of the other sets are as noteworthy (the place where they have the jamboree in Nashville is hardly a big music hall), I will say that the scale of Sleepy Junction in the scene where the trio stops to ask about staying the night did surprise me, as it looks like it was done on a fairly good-sized backlot. Also, while the driving scenes are obviously done through rear-screen projection, and the bats you see are horribly stiff props (although, I've seen worse), I'm equally surprised at how decent the effect of Beauregard's ghost looks, even if it is a simple transparent effect.

After the opening credits and the first song, Jamboree Time (seriously, doesn't Ferlin Husky look like he's about to have a stroke?), the first major scene is when Woody, Boots, and Jeepers get caught up in a shootout between the police and some men in dark suits and hats. While Woody and Boots duck down, Jeepers just sits there in the back. An officer fires his gun right in front of him, but he does little more than flinch a bit. It doesn't

last long before one of the men is shot in the hand and both of them are promptly arrested. Once it's over, the one cop tells the group what was going on and that they can head on to Nashville. However, when Woody and Boots see Jeepers nervously light a cigarette, they realize he's on the verge of a nervous breakdown, especially when his reaction to their talking to him is to instantly bend the cigarette. They tell him they know how

overworked he is and that, since the show in Nashville isn't until the next night, they'll find a quiet place for them to stay over. They drive on to Acme City, as a storm starts developing overhead, when they come upon a gas station in a town that looks all but abandoned. Honking the horn but not getting any reaction, Woody gets out and heads toward the door, when a station attendant walks out. He tells them they're in Sleepy Junction, and when they ask about a place to stay, be it a motel or

a boardinghouse, he informs them that they're out of luck, as everybody who was living there moved to Acme City due to the work provided by its rocket base. Woody apologizes to Jeepers for this but he says he's not nervous anymore, until a loud clap of thunder makes him jump right into Woody's arms (keep in mind that, during this whole scene, we're in full-on sunlight, and the wide shot of the town before showed a clear blue sky). The attendant then mentions the Beauregard Mansion,

saying they'll find it if they keep following the road. Thanking him, they climb back into the car and drive on, when the attendant suddenly yells, "Hey, wait!" Unfortunately, they don't hear him, and he laments, "I forgot to tell 'em it's haunted."

They then pull up in front of the mansion and scramble to get out of the car and get inside before it starts raining. Jeepers stops them, telling them to listen, as a cutaway shows what he hears is just one of the window shutters tapping against the side of the house in the wind. The others press him to come on but Jeepers stands there, saying he's waiting for his courage to come back. When they get to the door, the shutter then falls to the ground.

Jeepers says, "I think my courage just left again," but Boots stops him and opens the door. Shining her flashlight inside (now, suddenly, it's dark outside), they see how spooky the place is, especially when it's briefly illuminated by a flash of lightning. Jeepers comments, "Listen, I don't like this place one little bit." The film then cuts to the basement in order to introduce the villains, with Max playing around with Anatole the gorilla, when

Dr. Himmil angrily orders him to put him back in his cage. Max reluctantly does so, as Himmil says he'll kill Anatole if he gets out again. Anatole looks as if he's going to make an obscene gesture at Himmil with his finger but Max stops him, telling Himmil that Anatole is sensitive. Back upstairs, Woody finds a light switch, managing to make the place look a little less creepy. Woody sends Jeepers outside to get his portable TV set, while he and Boots start a fire. Out there, while bringing the

set in, Jeepers sees a glimpse of Anatole running through some bushes and gets back in the house, closing the door behind him with his foot. He tells the others he saw something but can't give any more details and they, again, think it's due to his being a nervous wreck. Woody has Jeepers sit down in a chair and tries to get him to relax by singing the song, Living in a Trance, which he says he came up with the other day. Though Jeepers does doze off from it, he doesn't stay asleep long,

as they hear some footsteps outside and see the door slowly open about halfway. It takes two times but Woody finally gets a response when he calls to whoever is out there, as it's revealed to be some people who live nearby and decided to investigate the sound of his guitar playing. They tell them that the place is haunted, when the one guy recognizes Woody and mentions that he and his guys play and sing a little bit, leading into the two songs in a row.

This impromptu little concert is cut short when the guys see a skeleton jangling and dancing up on a section of wall and promptly flee out the door. Woody, Boots, and Jeepers also see it and run for the door, but when they turn back and look, it's flipped back around to the portrait of General Beauregard that was there before. For a second, they think it was a mass hallucination (or "mass hypytism," as Jeepers calls it), when they then hear

the sound of chains rattling. Boots, declaring that she doesn't believe in ghosts, decides to investigate and heads for the stairs. After some prompting, the guys join her and they all creep up the stairs. When she reaches the top, Boots looks back down and sees Anatole standing at the bottom, huffing and gesturing at her. Screaming, she runs on upstairs and the guys run after her in a panic. They stop at the end of a corridor, as Boots tells them what she

saw. Woody suggests they leave, while Jeepers finds an old Civil War era cap that's covered with cobwebs and brings it with him. The three of them creep down the corridor and open a door on their left to find the room filled with skeletons and skulls, as well as some bats, the sight of which makes them duck back out. They creep on down the corridor, when they hear the chains again. Boots stupidly suggests it's an owl, with Jeepers asking, "Doing what? Dragging a chain through his

nest?" Again declaring that she doesn't believe in ghosts, Boots attempts to keep searching but Woody says they've looked enough and agrees when Jeepers, who's now wearing that cap, says they should get out of there. They head back downstairs, when one of the portraits on the wall next to the stairs rises up and Anatole's hand reaches out for Jeepers through an opening. Yelling, he runs and rejoins them, but is unable to tell them what he saw. While Woody goes to check the car, Jeepers and Boots wait by the fireplace. Down in the cellar, Gregor and Himmil admonish Madame Wong for being so reckless in the nonchalant manner in which she arrives and enters the house, especially when they're so close to completing their assignment.

Woody runs back into the house and breaks it to Jeepers and Boots that the car won't start, meaning they now have no choice but to spend the night there. Woody and Jeepers get to work building up the fire, the former saying he thinks the three of them should stick really close together, when they notice that Boots has walked off while they weren't looking. However, she answers when Woody calls for her, revealing she was in a room to the left of

the staircase. She tells the guys to follow her into the room, saying she's found something they won't believe. They then find that the room is not only totally spotless and clean but also downright beautiful and elegant, much to Boots' delight. Looking in a closet, she finds a number of lovely gowns inside and figures the room was that of the house's lady, perfectly preserved from the time she lived there. She then imagines herself as a southern

belle, leading into the sequence where she sings the song, Gowns, Gowns, Beautiful Gowns. Her fantasy ends when Woody snaps her out of it, telling her they need to go. But, when they head for the door, they hear the sound of footsteps approaching from the other side. The door opens and Max steps in, holding a gun. He motions for them to get back, as Madame Wong joins them. They explain who they are and Wong tells them she bought the mansion in order to restore its

original beauty. Having them follow her out, she initially tells them they can't stay. Woody then tells her about how their car won't start and that they're on their way to Nashville. Once Wong asks them what each of them does, she has a conversation with Max and, though he doesn't appear to agree with her, he does finally relent. Wong tells them that they can stay, but advises them to stay in the living room. The trio walks into the room, but when they turn around, they see that both Wong and Max are gone, making them wonder if they were ghosts themselves. Regardless, they decide to try to get some sleep.

Some time later, Woody and Boots are lying down on the two sofas in the living room, only for Jeepers to wake them both up, complaining that he can't sleep. Boots suggests he watch some TV and so, he sets up his portable in front of him. He turns it on to a channel where Merle Haggard is performing an hour of country music and watches as he sings the song, Tell Me Shoes (somehow, the sound from this doesn't bug Woody and Boots).

But then, he starts having some strange technical difficulties, as there's some static, followed by Gregor's image appearing on the screen, with Himmil's visage then doing the same. Jeepers smacks the set and manages to get it back to Haggard, only for Himmil to show up again a few seconds later. He tries to warn Woody and Boots but neither of them wake up. Both Gregor and Himmil's faces show up on the screen and Jeepers, again, goes to

warn his friends, when Haggard pops back on. He stays on for longer than he did before, only to be replaced by Madame Wong's face, followed by Max's. As Haggard finishes his song, Jeepers gets one more glance at Himmil's glaring face, followed by Max letting out a silent yell right at the screen (I don't know how any of this comes about in context of the story, and I don't think the filmmakers really cared, so I don't, either). Jeepers hollers at Woody

and Boots, this time managing to awaken them, but when he points them to the TV, they don't see anything but Haggard continuing on with his singing and playing. He tries to explain what he saw, saying he saw Wong and Max, but Boots thinks it's another sign that he's coming close to cracking from stress. She and Woody go back to sleep, as Jeepers, hearing the sound of rattling metal and the howling wind, clamps his hands over his ears. Meanwhile, Wong argues with Gregor and

Himmil about them actually being singers, as they believe they're M.O.T.H.E.R. agents in disguise. Wong, thinking the trio are who they say, forbids them from even questioning them, saying they have more important things to worry about. Regardless, Himmil keeps an eye on them, while Gregor contacts headquarters, first speaking with Agent Ming Toy (who promptly gives him her measurements), then Dr. Fu, telling him they're soon to receive the balance of the rocket formula

they've already gotten half of. Gregor then gives Max a laboratory coat, a fake ID card, and a badge, and goes to join Wong outside. When he's gone, Himmil takes half of the banana he'd given to Anatole in his cage and eats it, enraging the gorilla (even if he did it just to spite him, can you imagine eating after a gorilla?).

While the entertainers remain asleep upstairs, Max and Wong exit through the secret entrance in the graveyard and drive off in a car. Arriving at the rocket base, Max puts on his lab coat and enters the building. Inside, he comes upon a janitor who's mopping up the floor and tries to get past him, but the guy strikes up a conversation, asking him if he's knew and what he's working on (Max says it's top secret). He even goes on to talk about how a spy

should become a janitor, as they know everything that goes on. Losing his patience, Max tries to get by him, and it takes a little more insisting before he's finally able to. But then, when he tries to open the door marked TOP SECRET, he finds it's locked. The janitor decides to unlock the door for him and heads off after Max both thanks him and makes him realize he was forgetting his bucket. Once inside, Max meets with a man sitting at a

desk who confirms he's his contact and gives him the formula. Max is about to leave, then says that, since he's willing to betray his country, he'd probably betray them as well and promptly shoots him in the torso with a silenced pistol. With that, Max slips out the door and the building, rejoining Wong in the car and driving off. Back inside, Agent Jim Meadows is introduced when he finds the mortally wounded contact lying on the floor.

Trying to comfort him, he contacts his chief about what's happened and tells him to send an ambulance. After he hangs up, he tells his partner not to talk but the man stammers out, "Old... Beauregard Mansion," and expires. Meanwhile, on their way back, Wong contacts Himmil and Gregor, telling them they have the formula, which they're delighted to hear. After suggesting where they should take a vacation, they prepare to call Dr. Fu to tell them of their success. Upstairs, Jeepers

awakens and walks about the living room and into the foyer, repeatedly saying, "I don't believe in ghosts." He then walks to the front door and opens it, swinging it back and forth in an effort to get his courage up. Seeing this on the monitor, Himmil and Gregor, still not convinced they're not M.O.T.H.E.R. agents, believe he's doing something suspicious, like waiting for someone or making some kind of signal. After a pointless moment where Wong contacts them to say they

think they're being followed, and a brief shot of them driving away from their pursuer (who isn't even moving) before announcing that they did lose them, Himmil and Gregor watch Jeepers close the door and walk back into the living room. Gregor says that, despite what Wong told them, they might want to think about questioning one of them, while behind them, Anatole fiddles with the lock to his cage.

Upstairs, Woody wakes up, unable to sleep due to the noise Jeepers makes with his roaming around the house. They have this confusing exchange: "What were you talking about?" "I don't know. That's the first time I heard it." "Well, when you figure it out, tell me all about it when I'm wide awake." Huh? Anyway, Anatole is shown roaming around the house and then reaches the living room. Woody and Jeepers are too busy talking to notice

him, so he's able to scoop Boots up in his arms, muffling her yells. Though they hear the sounds she makes, they talk about what it might be and say it was probably just wind. Then, when Anatole breathes heavily, they wonder what it is and suggest it might be shutters or branches scraping against the house. Boots manages to yell for them, but they, again, discuss what it could've been. Woody finally looks and sees that Boots is no

longer on the sofa. Nearly running into each other in a panic, which Woody advises Jeepers against doing (panicking, that is), they run for the foyer and head to the room Wong and Max found them in earlier. They search around it, calling for Boots, when Woody tells Jeepers to look in the closet. When he does, he sees the figure of a werewolf, or, as he calls it, a "weird wolf," standing in there, and has a delayed reaction to it when he tells Woody about it. They both run out of the room and to the

front door, when Woody says they can't leave without Boots. Moreover, he realizes, "What am I runnin' for? I didn't see anything." Down in the cellar, Himmil and Gregor tie up and gag Boots, the former, of course, irritated at Anatole, who's back in his cage. Gregor, though, figures he was trying to help them and understood them when they were discussing questioning one of the intruders; Himmil comments, "The only smart thing he's ever done." Back upstairs, Woody tells Jeepers they

need to split up and search the grounds, but Jeepers, after thinking about it for about four seconds, says he thinks they'd best stay together, saying, "I never won any bravery contest." Before they head out the back door, Woody suggests he take off that Civil War cap, suggesting it might be bad luck.

Gregor and Himmil watch on a monitor as the two of them walk out into the graveyard in the back, commenting on how creepy it looks and very softly calling for Boots. Not getting an immediate response, Jeepers is about to head back into the house but Woody grabs him and pulls him along further into the graveyard. Woody comments that he doesn't see anything and Jeepers, again, tries to go back to the mansion but Woody doesn't let him. Not liking how they're snooping around, Gregor

and Himmil activate a fake ghost they have rigged up out there. It comes down behind Woody and Jeepers but, while they do hear something, they figure it's just wind and walk on. The ghost follows them, but Gregor tells Himmil to move it closer. It lurches forward until it's almost on top of them and Woody then senses it's behind them, but tells Jeepers he's too afraid to look. They decide to count to three and both look at the same time. Woody slowly counts, with Jeepers adding the

predictable "two-and-a-half," before he gets to three. When they turn and see the ghost, they take off running through the graveyard, when Jeepers falls down a shallow pit that was covered up by leaves. Woody doubles back to help, asking him what he's doing down in the pit, to which he responds, "Well, I ain't lookin' for new talent!" Seeing this, Gregor and Himmil decide to get rid of them immediately, but then opt to wait until

Madame Wong returns before questioning Boots. Rather, Himmil is the one who decides on the latter, saying he doesn't want to jeopardize their standing with Wong, who will probably be angry enough when she returns to find Boots there to begin with. Upstairs, Woody and Jeepers get back into the house, the latter putting the cap back on, given how badly things went after he took it off. They walk back into the living room, when the

shadow of a man pointing a gun appears on the wall ahead of them. He tells them to put up their hands, adding, "Higher!", which Jeepers complies to without hesitation. Meanwhile, Wong and Max return and, when they enter the basement, Wong, as predicted, isn't happy when she sees Boots. However, she does come to agree with Gregor's assertion that they should question her and removes the gag from Boots' mouth. She advises her not to scream, telling her that Max, who's pointing his gun at her, "Has a nervous finger."

Agent Meadows demands answers from Woody and Jeepers, asking them how long they've been "contact agents," which they, of course, don't understand. Woody tells him they're entertainers and that they need to find Boots, but Meadows isn't convinced yet, asking him to prove they're entertainers. He hands Woody his guitar and tells him to play. Reluctantly, Woody strums the guitar a little bit, but does it eloquently enough to where he convinces Meadows and he puts away his gun. He

then introduces himself, tells them about M.O.T.H.E.R., and that they're after an organization that deals in espionage and counter-espionage, selling secrets to anyone. Woody, in turn, starts explaining how they bungled into this situation, while in the basement, Gregor and Himmil ask Boots who she is. When she tells them she's Boots Malone, Himmil figures it's a code-name. He and Gregor brainstorm and, while they can't find any significance for "Boots," they think

Malone means she's M.O.T.H.E.R. agent L-One, due to the syllables "ma," "l," and, "one." (Again, talk about reading way too much into something). Wong rightfully thinks it's nonsense and tells them to contact headquarters with the rest of the rocket formula. While they contact Dr. Fu and read him the formula, which proves to be more difficult than it should due to Fu asking Himmil to repeat sections and interrupting him, Wong and Max try

to get Boots to talk. Boots, naturally, doesn't know what they want her to say, so Max gets her up from the stool and drags her over to the iron maiden. He prepares to put her in when, after he removes the binds from her hands, she slips away and runs out the door. She runs up the stairs in the chamber outside, only to be cut off by Anatole, who, yet again, somehow managed to escape his cage without anybody seeing. He backs her back down the stairs, allowing Max to grab her from behind and pull back into the basement. The others join them and Wong demands that Boots tell them if M.O.T.H.E.R. sent her. She yells, "I told you, my mother's in Las Vegas!"

Upstairs, Woody and Jeepers show Meadows Wong's room. At first, Meadows tells them that no one has lived there for years, but when he sees the room, he realizes they're right. They then point him to the closet where Jeepers saw the "weird wolf," and he goes on in to take a look. They hear some snarling and whimpering, when he comes out, wearing the mask. Removing it, he has them come over and look at the dummy in the closet the mask was on. They walk out of the room to continue

looking for Boots, who, down in the basement, is put into the iron maiden by Max. She croaks out cries for help as he slowly closes the maiden, while Gregor and Himmil talk about dismantling the equipment in order to move it to their next assignment's location. Himmil also mentions that the rocket formula had some unusual components to it and tries to figure out what they could be. Back upstairs, the three men decide to split up, with Meadows heading outside while Woody and

Jeepers look on the second floor. At that moment, Dr. Fu contacts the agents and tells them the formula is a fake, that it's for nitro glycerin and an antihistamine! They realize their contact was a M.O.T.H.E.R. agent and Fu tells them to get out and move on quickly to their next assignment. The four villains discuss what to do about Boots, deciding to just leave her there, as nobody will ever find or hear her, as she continues crying for help in the iron maiden. While Woody and Jeepers creep

up to the second floor, the villains prepare to leave, with Wong ordering Gregor and Himmil to get rid of the two other intruders. Outside in the graveyard, Meadows ducks behind a tree when he sees Max emerge from the fake crypt, hide the key for its door, and walk off into the woods to find the car. Once he's gone, Meadows takes the key and enters the crypt himself, heading down the stairs to their control room. Up in the second floor,

meanwhile, Woody and Jeepers run into the real ghost of General Beauregard. While Jeepers is prone to believe he's real, Woody is sure he's just another trick by the villains. The ghost says, "Leave my house. You are intruders. Leave my house," and disappears into thin air. That's enough convincing for them, as they run back down the stairs. They find Gregor and Himmil waiting for them at the bottom and run back up, getting fired on when they do. Wong orders them after them and they give chase.

Meadows enters the control room and, hearing Boots' calls for help, lets her out of the iron maiden. The two of them walk over to the control panel and Meadows starts fiddling around with it. He gets a glimpse of Gregor and Himmil wandering around the second floor, looking for Woody and Jeepers, when one of the fake ghosts flies in behind them. Thinking Anatole is messing around again, Himmil heads back down to take care of him once and for all. While Anatole, who

is, again, back in his cage (see how he seems to teleport back and forth?), fiddles with the lock again, Meadows grabs a loudspeaker at the panel and orders for them to give themselves up. Gregor hears his voice upstairs, when the ghost of Beauregard appears before him, telling him to leave his house. Knowing he's not one of their distractions, Gregor becomes frightened and runs downstairs. He tells Wong about the ghost in a but she doesn't believe him. He then runs into the

middle of the living room, only for a whole group of fake ghosts to descend from the ceiling and float around him. Freaked out, he fires at them, when Woody and Jeepers, who show up on the stairs, run at him when one of the ghosts falls on him from behind. Woody wrestles him to the ground, with Jeepers yelling at him to get Gregor's gun away from him. He does manage to disarm him and tosses the gun away, only for Wong to get a hold of it and turn it on them, ordering them up against

the wall, while Gregor finally gets the ghost off him. As Meadows and Boots are preoccupied by watching this on the monitor, they don't notice Anatole free himself from his cage. At that moment, Himmil returns to the basement, only to get jumped by Anatole in the control room's entrance. The gorilla grabs him and squeezes him in a big bear hug. The two of them end up back in the chamber in their struggle, where Anatole

squeezes Himmil to death (most of it is seen in shadow, which is not a bad shot, actually). Hearing the commotion, Meadows walks out and shoots Anatole a couple of times, killing him as well. Max returns just in time to see this and, while Meadows inspects Himmil's body, he grabs him from behind and throws him up against the wall. The two of them engage in a vicious struggle, while Boots grabs a club and, after waiting for him to get into position, whacks Max in the back of the head. He drops to the floor and, as Meadows catches his breath, Boots says, "You know, I really enjoyed that. I didn't like him at all."

Just as Wong is about to kill Woody and Jeepers, Beauregard's ghost appears in the living room, saying, "You have intruded. You have taken my name and my house. You have disturbed the dead." Wong fires on him, surprised that nothing happens, and keeps shooting until she uses up all of her bullets. Once she does, Woody and Jeepers grab her from behind and disarm her. The ghost then disappears and, after a cut, Wong, Max, and Gregor are shown standing in the middle of the living

room, handcuffed to each other. The next morning, as the singers prepare to leave, Meadows tells Boots he'll look her up in Nashville. With that, she joins the guys in the car and, as they drive away, Meadows tells them they'll get a medal for this; Jeepers says, "Just mail the medal to Nashville." Back on the road, they sing a short reprise of Jamboree Time from the beginning (it's the exact same footage from before), leading into the actual

jamboree that takes up the last fifteen minutes of the movie. And if you think I'm going to give a detailed breakdown of that, you've got another thing coming. I will, though, reiterate how bad this story structure is, as it makes it seem as though this were the point of the movie all along, while this whole thing with the spies and the haunted house was little more than a big detour. It already felt like two different movies to me, regardless, given the severe difference in quality between the two groups of actors, so I guess it fits in some ways.

Is there really any point in talking about the actual music score? For one, it's totally smothered by all of the songs that flood the movie (even the main title is just an instrumental version of Jamboree Time before the actual song begins, and the THE END title card has one last flourish from that song), and for another, it's hardly there at all and not memorable in the least when it is, being a mixture of low country guitar and forgettable attempts at spooky music. The composer, Hal Borne, doesn't have much of note on his filmography as far as composing goes (after this, he only composed the music for a short and wrote some songs for some very obscure items), although he did start out at RKO, working as a rehearsal pianist for Fred Astaire, was involved with a very daring all black revue called Jump for Joy in 1941, and right before this, worked on the music and songs for Promises! Promises!, the first mainstream movie to feature topless women. Interesting trivia, but it does nothing for how sad the score for this flick is.

There's a very good reason why Hillbillys in a Haunted House has a 2.7 rating on IMDB as, aside from seeing three old-time horror stars have some nice moments together, a charmingly cliche haunted house setting, and a Scooby-Doo-esque villain cover and scare contraptions, there's nothing about it that's entertaining. While the three leads are, in my mind, not loathsomely bad, they're not great either; Lon Chaney Jr., John Carradine, and Basil Rathbone are woefully underutilized; the songs are far too abundant, even for a musical; the film is just poorly-made for the most part; and the story structure and pacing are abysmal, with the last fifteen minutes being nothing but the Nashville jamboree, which is unforgivable. Unless you really, really like the horror stars featured or are fans of bad movies and country music, you'd best avoid this one.