Are You Afraid of the Dark Wiki
The Tale of Cutter's Treasure
Season 4 , Episode 4/5
Air date October 29, 1994
Written by Chloe Brown
Directed by D.J. MacHale
Episode guide
The Tale of the Water Demons
The Tale of the Quiet Librarian

The Tale of Cutter's Treasure are the fourth and fifth episodes of the fourth season of Are You Afraid of the Dark? and the forty-third and forty-fourth episodes in total.


Midnight Society Cast[]

Story Cast[]

Special Guest Star[]

Part One[]


The night begins with Gary making an announcement. He tells his friends that tonight is a special night, normally when they meet around the campfire to tell their tales, each one of them has their special brand of terror. Then as Tucker comes in, Gary says some of them tell stories of adventure. Then as Betty Ann comes in he says that some of us tell stories of the macabre and grotesque. Then as Kiki comes in, Gary says that some of them tell stories about real people trapped in unreal worlds. Then as Sam comes in he says or heroes searching for truth.

Gary tells them that no two stories are alike, because no two of us are alike. Frank comes to stand next to him. Then he tells them it's why the two of them are telling the story together tonight. Sam is shocked to hear this. She smiles saying: "you're kidding" and asks them why. Frank says because it's so major it needs the best of both of them. Gary says it has magic, Frank says it has mayhem, it's about an evil power so strong, Gary says that it survived for centuries, waiting to rise up and spread it's terror.

Sam is smiling and is really excited and says excellent. Tuckers asks them what they're waiting for? Frank and Gary each sit down on one arm rest and frank hands him the dust pouch and tells him to do the honors.

Gary throws in a handful of the campfire dust (non-dairy creamer) to intensify the fire while he and frank submit their story for the approval of The Midnight Society, together at the same time they title their story "The Tale of Cutter's Treasure" and they both begin.


Gary and Frank tell the story. The story first takes place years ago. A good pirate named Ian Keegan decides to pay his old Captain, Jonas Cutter, who is a ruthless and violently vicious bloodthirsty pirate a visit. He quietly sneaks into the underground crypt and arms himself with his dagger saying he'll use it to slay him and avenge the souls of all the innocent people he killed to obtain all of his treasure.

He then slowly turns the chair around to see it's a rotting skeleton in his old clothes. The sight of it terrifies him and he backs away and falls down. Then he drops and loses his dagger, and a young cabin boy sneaks in and steals the dagger. Then suddenly, Captain Cutter's Ghost appears laughing at him. Ian trembling and terrified, tells him he has to stop, because too many innocent people have been killed for all the treasure he has stolen. Captain Cutter tells him that he enjoys slices people in two, especially traitors like him.

Also, he tells Ian he has vowed to guard his beloved treasure for life and after his life (possibly all eternity). Ian places a curse upon him telling him that because of greedy soul ,all the treasure he has will never make him happy. Cutter pulls out his cutlass and tells him and may your death be a bloody one. Ian, terrified, braces himself as Cutter lunges at him to put him out of his misery.

Then the story goes forward in time to modern day (when this aired), a young blonde boy named Tony screams and moves away as his friend Max comes at him with a sword! but a toy sword that is. Max Keegan and his friend Tony are around 10 years old and they're having fun playing pirates and having a sword fight.

Meanwhile his older brother Russell "Rush" Keegan who is about 15 just wants to spend time with his girlfriend Sandy Campbell whom he has invited over to visit that night. Max and Tony sneak up on them from the side of the bushes as they're relaxing in the sun and about to kiss. They do not know that the sprinkler is nearby. Then as a prank Max and Tony quietly sneak around and turn on the sprinkler. This takes Rush and Sandy by startling surprise. Max comes out boasting about his prank and Sandy humiliated storms off and heads for home. Rush threatens to pound him for what he did.

When they get back to their home which is near the shore of the ocean, they find that their parents are all packed up to go on their bicycle riding trip. Feeling Rush isn't mature or responsible enough, they decide to leave them with an elderly boring babysitter named Mrs. Gregory. Then after they leave, Rush and Max team up together to trick Mrs. Gregory. They cleverly trick her into thinking they're sick with the measles and that their parents are staying home to take care of them.

Then after, Mrs. Gregory leaves Rush cuts him off of their team and breaks his promise of doing stuff with him. Because he's feels he is a pain and too young. Max threatens to phone their parents and tell them that they lied to Mrs. Gregory, but promises to keep quiet and not bug him all weekend if he'll buy him a Shandu's Magic Set.

When Rush heads down to Sardo's Magic Mansion, and he buys The Shandu's Magic Set. Sardo tries to impress him with a potion they ends up exploding and bubbling. Then he tries to offer Rush a flask of popularity potion, which Rush says no thanks too. Rush is about to go home but takes interest at Sardo's in store contest. The Contest is for whoever can open the old wooden chest, can have the prize that is inside. Rush doesn't think it's a challenge because he thinks anyone can open it. Sardo says he can't and he's tried everything to open it and it won't budge.

Rush without much effort gently opens it, he is amazed and tells Mr. Sardo who corrects him again, that his name is Sardo, no Mr. and accent on the "do". He is thrilled to see that Rush actually got it opened, Rush feels ripped off because the contents inside it, according to him are old and junk. nothing but a rusted old key, an old dagger and a spyglass. Sardo accidentally slips out that it's a big deal to him because the person who gave the chest to him will award him $5,000 when he can get the chest open. Hearing this Rush is mad and feels ripped off and takes the spyglass which he thinks is broken home with him.

That evening, Rush has his at home date with Sandy, he asks Max to not bother them, and lets him play with the broken spyglass. Max looks through it and says it works for him. Max is told to go away and he goes to his room and excitedly looks through his new magic tricks set. Then suddenly a whistling sound is heard and the floor starts slight shaking and the spyglass on his desk starts tapping and moving. Max goes over to look at it and the it begins spinning around like a propeller and this makes him nervous.

Meanwhile, Rush and Sandy are happily sitting beside each other and the sofa about to make out. Then Max barges in and interrupts them telling Rush that the spyglass is weird and that it was moving by itself. Max bugs them asking them if they're were just about kiss and Sandy just smiles at him. Rush, thinking he is just trying to bug and annoy them, tries to make him shoo and go away. Then in Max's bedroom his window bursts open and dense fog blows in.

He threatens to make max eat the spyglass if he doesn't leave at once. Then after he leaves Sandy tells him to give Max a break because he's just a kid and he's cute. Rush shows his disgust by not believing what she's telling him. Most likely because he is just fed up with Max bugging him all the time.

Max gets back to his room and closes his window, Then notices his closet doors slamming shut. He slowly walks over to them to see if there is anyone in his closet. To his relief he finds no one in there, then he is startled when he turns around and sees Rush. Rush wasn't trying to scare him, he just came to borrow some CD's. When Rush comes back to Sandy they begin to make out and passionately kiss.

Back in max's room, the spyglass blows off the table and rolls on the floor near his bed. Max walks over to retrieve it. When he bends down to pick it up, suddenly an arm grabs his hand and pulls him in laughing an insane and sinister laugh. Max scream and pulls off the glove and breaks free. Then suddenly the laughing starts again, and this time a skeleton arm is pulling him in by the foot. Max screams his head off terrified asking for Rush to help him.

Rush and Sandy are interrupted of their alone time. Sandy realizing Max has a problem, feels she should go home because he needs his brother attention. Or because she is fed up with one too many interruptions. He tells her to wait while he reluctantly goes to check out Max's problem. When they get to Max's room there is nothing under the bed, and Sandy has left and gone home. Rush is really mad thinking Max played another prank on him to just ruin his night with Sandy, or just to get his attention.

Max still frightened says that they should call the police. Rush gets really mad at him and tells him he is tired of him messing things up for him all the time. He also tells Max that doesn't care about his stories, or his problems and he doesn't care about him and also tells him that he hates him and wishes he would just go away.

That night, Rush has a dream. The dream is very blurry and takes place at night in a foggy cemetery. He walks along the past and up to the doors of a mausoleum. Then a very pale ghost calls out to him, unknown to him at first, he is Ian Keegan. He tells Rush that he is the one and warns him telling him "What he wants is not what he desires" and to not be fooled, Rush can't make head or tails of what this means.

Then suddenly his dream results into being a nightmare as his legs get wrapped in vines. Then a creepy skeleton comes up to him from behind and grabs his shoulder with his bony hand. He tells him he's been waiting for a final battle and asks him if he'll be a match for him. Rush then wakes up from his nightmare screaming and it's morning. He looks through the spyglass again and is stumped to see a vision inside it of his nightmare.

Rush returns to Sardo's Magic Mansion, Sardo is happy to see him and tries to offer him the rest of the items from the chest. Rush says no and is furious and wants to return the spyglass. He returns it and storms off, Sardo tries to beg him to take it back but he doesn't listen and leaves. An unknown man in his shop then tells Sardo that the items belong to him now, he's just not ready to accept them yet and he will when the times comes. Tempting Sardo with big rolled up wad of money, asks him when Rush comes back to send him over to him.

That night, at the Keegan's house Max is home by himself. Max enters his bedroom and nervously calls out hello and no one answers. Then his window blows up and the air is blowing in. Max falls into a trance and slowly walks outside. Near the shore, he finds the spyglass on a tree stump. and notices a person in a rowboat is rowing backwards towards shore.

Rush comes home and calls and calls for Max and gets no answer, Then getting fed up, he searches Max's room and find on the door of his closet a dagger bearing note. The message tells him "This is no dream the boy is mine"  Rush then gets very worried and searches all around the house and finally finds him outside, and he doesn't move or answer him. All Max is doing is staring at the person in the rowing boat who is rowing backwards to shore.

The rowboat comes in and Rush goes up to it and tells him that his father will be home soon. He turns the person around to say it to his face, but it's just a rotten and decayed skeleton. Then quickly it transforms into a hideous, one eyed, balding pirate. He laughs an insane laugh at Rush and says he knows his dad isn't coming and that he's come for the boy!

Rush grabs Max and they run into the their house and lock the door, he is about to call the police. Then suddenly the pirate has appeared inside their home somehow and is going to get them. Then the front door opens in a flash of light. Then a vicious and violent looking huge pirate enters. Unknown yet to him, it's Captain Jonas Cutter, he asks Rush if thought he really had a chance against him. Then he summons the other pirate who he addresses as Mr. Noise, to hold Rush in a tight restrain. He talks down to him and tells him that after all these years he's just a young boy.

Then he asks Max to come with him, in a trance Max obediently walks over to him. Captain Cutter tells him to talk a good look at him, it'll be the last time he'll ever see him. Then he picks him up and carries him away laughing along the way, and disappearing when exiting the door. Also Mr. Noise vanishes too. Rush devastated runs to the shore and sees they are already taking off in a rowboat, with the captain laughing as they go and disappearing into the dense fog.

Rush then picks up the spyglass and points it to his house and looks through it, and he sees the mausoleum from the cemetery and the door slams shut while Captain Cutter is heard laughing in the background.


Suddenly it cuts back to the campfire scene with The Midnight Society, and the sound of thunderclouds are heard. Sam expresses her concern saying that she thinks they're gonna get caught in the rain. Betty Ann tells them to talk fast and asks them what happened next? Frank says that Rush could only think of one thing to do... Then before Frank could continue, suddenly lighting flashes and thunder is heard again. Then it begins to rain heavily. Tucker stubbornly says it will pass and asks them to continue.

Frank puts out the fire and Gary says he's sorry and they'll continue their story next time, Tucker complains saying "Aw man, it was just getting good" and runs off and leaves with everyone else, as a torrential thunder and rainstorm begins. Then a message comes up saying "To be continued...".

Part Two[]


The next night, Frank and Gary arrive together. When they both turn around to look they can see that Betty AnnSam and Kiki are all sitting down by the campfire and are eager to hear the rest of the story. Tucker comes running in really excited saying "Come on I wanna know what happens" and excitingly runs over to sit down.

Sam asks, who was the guy who brought the chest to Sardo? Betty Ann wants to know where that cemetery was. Kiki wants to know why only Rush could open that chest? deciding to give the viewer a reminder about what happened in the first episode Gary and Frank give a little recap. They briefly explain to the viewers what previously happened in part 1. All the way up to the point where they explained that a horrifying ghost kidnapped Max. Rush didn't know what to do, Max was gone and he couldn't get a hold of his parents. Sam says that's where they left off. and Tucker tells them to Kick it.

Frank throws in a handful of the campfire dust (non-dairy creamer) to intensify the fire while he and Gary submit their story for the approval of The Midnight Society, together they title their story "The Tale of Cutter's Treasure: Part 2" and they both pick up from where they left off.


Gary and Frank continue their story. So after Rush can't get hold of their parents he stormed over to Sardo's Magic Mansion in the middle night. Sardo is annoyed that someone is over this late, until he realizes it's him and he happy to see him again and lets inside. Rush is furious and demands Sardo take the spyglass back because it's making ghosts appear in his house. Also he tells Sardo they're not illusions because they just kidnapped his little brother.

He threatens to come back with the police if Sardo doesn't help and give him answers right away. Sardo in his defense tells him that the police won't believe him anymore then he does. Rush then admits that they don't, because  he already tried and had no luck. He then asks Sardo what's going on? and tells him he wants his brother back. Sardo doesn't know anymore then he does, but gives him the business card of the man who has the answers and does know. The business card says The Wild Boar Coiffure.

Rush goes over to the barbershop and to his surprise the man is none other than Dr. Vink. Dr. Vink has once again changed professions and now he is a barber running a barbershop. He tries to offer and suggest some hair tonics to Rush. Rush makes it clear that he is not interested in the hair products, and just gets to the point of mentioning that his little brother was kidnapped. Dr. Vink already knows about it and tells him he can help him if can understand one thing, which is he is not a nut bag. Although Rush never said he was one.

Dr. Vink informs him that the man who kidnapped Max is a ruthless and violently vicious bloodthirsty pirate names Captain Jonas Cutter. Who adopted the last name Cutter because, he loved blades and how they could cut through flesh. According to history he hid his treasure in a secret underground vault that still hasn't been found yet. When Dr. Vink shows Rush a portrait of Captain Cutter from a history book, Rush immediately reacts and says it's him and they need to call the police. Dr. Vink tells him the police can't help him because he's been dead for about two hundred years now. Rush upset and disappointed sits down and sulks.

Dr. Vink then tells Rush that the old wooden chest contains items, They once belonged to the one man, who tried to defeat Captain Cutter but instead met his doom. Then before he died he vowed that one day a champion would come along. Rush says that it's the same chest from the magic mansion that he recently opened. Dr. Vink says he knows, he left it there hoping to find the champion who would open it and eventually be ready to do battle with the enemy. Inside it contains the items the spyglass, the key and the dagger which are blessed and imbued by the spirits of Cutter's innocent victims.

Rush is still scared and confused, he asks him what it has to do with him? and why he would be the chosen one? Dr. Vink then asks him to tell him what his full name is. Rush says it's Russell Ian Keegan. Then Dr. Vink shows him the bottom of the chest, it's carved in with the name "Ian Keegan" on it. Realizing that Ian Keegan is Rush's great grandfather from over 5 or 6 generations ago. Also he is the chosen one who needs to finish what Ian started. Rush doubts himself because he is just a kid. Dr. Vink uses some reverse psychology to persuade him telling him that it's always easier to hide behind the vale of youth, then to face the responsibility of the brother he despises.

This encourages Rush and tells him he just wants his brother back. Dr. Vink tells him to accept his destiny which Rush reluctantly does. They head over to the cemetery. Dr. Vink makes sure he has everything he needs, telling him he'll know what to do when the time comes and watches from afar. Rush first encounters the ghost of Ian Keegan who he now addresses by name. Ian floating by points to him the path to the mausoleum. Then Ian tells him has the power to get his brother back. Once again Ian gives Rush a warning telling him "Grandson, What he wants is not what he desires don't be followed" Rush still can't make heads or tails of what it means. Then Rush heads over to it and unlocks the door to the mausoleum and lets himself in.

Then he is greeted by a terrifying and talking and laughing skeleton. The Skeleton screams to him welcome Skipper! Rush screams in terror and falls through the floor boards and fall all the way to crypt's basement. In the crypt he can constantly hears Captain Jonas Cutter's voice laughing, echoing and taunting him. He just tries to ignore it and keeps moving on.

The underground cave is a like a maze, and Cutter from nowhere asks him if he can find him. Rush takes a wrong turn and goes another path. He tells Captain Cutter he doesn't want to hurt him, but Cutter still taunts him. When he Rush carefully walks through a narrow crack he sets off a sliding spike trap and he barely makes it out alive. Then at another corner, a pirate points a cannon at him and ignites the fuse and shoots a cannonball, luckily he ducks out of the way right in time.

When he turns around he finds Max, seems he somehow escaped. He takes him by the hand tries to walk away but he is silent and doesn't move. Then when he turns around to face him it's turns out to be Mr. Noise, this causes Rush to trip and fall on the ground. Mr. Noise pulls out his cutlass telling him "just doing my job!", and is ready to kill Rush. Rush picks up his dagger and it glows with energy and zaps Mr. Noise on the head. Mr. Noise instantly vanishes and Rush is amazed by the dagger's power.

Rush walks further ahead until he enter the treasure room. The room is loaded with treasure chests full of doubloons, necklaces and jewels, fancy cloaks, goblets and chalices on the furniture. Then Rush finds Max locked inside a large canary cage. Max confirms that it's really him and he and Rush apologize and they reconcile. They are intercepted by Jonas Cutter who tells him that there display of emotions is so touchy he could die, but pointing them to his old skeleton, he tells them that he's already dead and laughs. Captain Cutter is ready and raring to go along with their battle. Rush tries to reason with him saying he never wanted any trouble or for any of this to happen.

Captain Cutter is mad and says that he was the who opened the chest, and went through all the trouble to find him and defeat Mr. Noise, he broke into his treasure room! So there for he thinks he does want trouble and therefore he is going to get it! So he picks up his cutlass and begins swinging it and lunging it at Rush. Rush has forgotten to use his dagger and can't fight back. Captain Cutter almost hits him and chops a candle in a clean swipe. Then drinks some rum from an old goblet and mentions how much he's enjoying the fight.

Dr. Vink sneaks in to the room from the corner and reminds him to use the dagger. Crouching down he pulls out the dagger, but Jonas Cutter comes in from the side and kicks it out of his hand. Meanwhile, Max have broken out of the cage himself now. Captain Cutter then closes in on Rush who is on the floor nervously backed in a corner. He asks him if this is all he will get for the grand battle he's been waiting for ? Rush nervously tells him he can't fight and doesn't know what to do. Captain Cutter then tells him that there is nothing let to do but put him out of his misery, and he prepares to deliver the killing blow to Rush

Then Suddenly, Max has escaped armed with the dagger he tells him he doesn't think so and asks him to leave him alone. Rush immediately runs over to Max's side. Captain Cutter now realizes that two boys to kill is better than one boy to kill, and asks them who will go first ? Rush takes the dagger and powers it up. Then blasts him with an energy blast that makes him back away and pushes him into a throne.

Then Rush uses the power of the dagger. He somehow wraps and binds Captain Cutter's limbs to the throne in vines tightly binding him in place. Dr. Vink now joins them at their side. He tells Rush now it's time to stab him with the dagger and fulfill his destiny. However instead of terrified, scared and nervous Captain Cutter is laughing and seems to be enjoying himself. Also he keeps telling him to use the dagger on him. Rush closes in on Captain Cutter who mocks him telling him he's afraid of him and he knows he won't do it. Telling him that he's just a scared boy too scared to use the dagger. That he shouldn't be afraid to use the dagger, he should be more afraid of him because he'll keep coming after him, but first he'll take his little brother again. Rush now furious is about to use the dagger and stab him in rage when Captain Cutter begins to laugh.

Rush stops in his tracks and thinks about what Ian Keegan meant when he told him "what he wants is not what he desires".Cutter insults Ian and encourages Rush to finish him off, but Rush refuses. Cutter mocks Rush for being afraid, but Rush turns this back on Cutter, believing that he's afraid too. He realizes that Cutter has been guarding his beloved treasure for years, but now that the age of piracy is over no one ever comes to look for it anymore, he has no one to guard it from. So when he was released from the chest, he purposely kidnapped Max to cajole Rush to come and fight him. Cutter insists that Rush is wrong and demands that he use the dagger on him. Rush says that the treasure is worthless to him now, but he has no choice but to guard it, meaning that Cutter may want something to be done to him, but it's not what needs to be done. Dr. Vink agrees, realizing that using the dagger on Cutter may release him from his curse and put his soul to rest. Rush is unsure of what to do, but Dr Vink tells him the justice for all of Cutter's victims is now in his hands, and that he must use it wisely.

Still tightly wrapped and bound on the throne he keeps shouting and demanding for Rush to use it. But instead, Rush breaks the dagger in half over his knee. Ensuring that Cutter can never be free as now no one can ever use the dagger to release Cutter's ghost from his treasure room. Then Captain Cutter screams to them at the top of his lungs CURSES! CURSES! Then an earthquake begins happening inside the crypt, with boulders and rocks crashing down. Cutter shouts at them, calling them cowards, but soon the shouting becomes begging for them not to leave him in the cave. Rush and Max thankfully get outside of the crypt just in time as it caves in.

Back in the cemetery, Rush and Max meet with Ian Keegan one last time. Ian tells his great grandsons he's proud of them, and that Rush did make the right choice of breaking the dagger, so Cutter's ghost would never be freed. Then Ian vanishes, and after looking through the spyglass again daytime resumes. Max tells Rush no one is ever going to believe what happened to them. Then Dr. Vink comes by and congratulates Rush for succeeding. Rush apologizes that he didn't get the treasure, Dr. Vink says it's okay he enjoyed the thrilling adventure instead.

Then he reveals that he did get some of it after all. To reward them possibly for all their troubles he gives both Max and Rush a valuable gem. Max gets a sapphire and Rush gets a ruby. Rush is surprised mentions that he really didn't go away empty handed after all. Then Sardo who is mad comes by and said that he did. Because he wasn't paid his $5000. Dr. Vink tells him that he is going to pay him double and after Rush and Max head for home they discuss more jobs that they can do together. Possibly Dr. Vink still hasn't changed, he might just been in it for the riches.

Then as Rush and Max get home, they're greeted by their parents who have just gotten home from their bike riding trip. They happily welcome their parents back. Max and Rush tell their parents they had the most incredible weekend. Their mom and dad also tell them that they had the most amazing and incredible weekend. They tell them they can't wait to tell them about it. Max and Rush then decide not to tell them about what happened during their weekend.


As the story ends, Gary and Frank say that Rush and Max never told anyone about their adventure. Because they were afraid that if they did, then someone else would have gone searching for Cutter's treasure. Then if someone did find Cutter's treasure, they would also encounter Cutter's ghost who would be patiently waiting to have one last battle. They both say the end and end their story. Everyone is very impressed and tell them it was an awesome and excellent story. Gary and Frank high five and Gary declares their meeting closed and Frank puts out the campfire.

  • This episode received a novelization in the book series. Unlike The Tale of the Nightly Neighbors, it is a straight forward adaptation with minimal notable changes.
  • The magic set on Max's ad that Rush buys for him is Shandu's Magic Kit. Shandu was the name of the magician in another of Gary's stories, "The Tale of the Magician's Assistant".
  • The name of Vink's Barber Shop, The Wild Boar Coiffure, is a reference to the Wild Boar restaurant he had in The Tale of the Dangerous Soup.
    • The novelization mentions there being a recipe for The Dangerous Soup lying around.
  • In the background of Sardo's shop there is a skeleton in a top hat wearing the skeleton vest Master Raymond from The Tale of the Whispering Walls had.
  • Sardo mentions the popularity potion from The Tale of the Dark Dragon.
  • Dominic Zamprogna, who portrayed Rush Keegan previously appeared in the series before. He first appeared in the episode "The Tale of the Full Moon" as Jed Harris.
  • Andrew Sardella (Max) was in the Goosebumps episode Night of the Living Dummy II as Jed. That means there were actors in this episode who played a character named Jed.
  • Sardo's Fourth appearance, his next appearance would be in "The Tale of a Door Unlocked".
  • Dr. Vink's Fourth and final appearance. According to co-creator DJ MacHale, they couldn't come up with another story good enough for him, as they didn't want to plop him in whenever.
    • However, he would appear in the Are You Afraid of the Dark book Tale of the Deadly Diary.
  • The only time a protagonist eventually gets Sardo's name right.
  • The first time a character didn't refer to Dr. Vink as a nutbag. (Though he still gives his famous line saying he isn't one anyway). The novelization has Sardo calling him a nutbag.
  • The only time that a protagonist pronounces Dr. Vink's name right.
  • Emily Hampshire, who portrayed Rush's girlfriend Sandy later reappeared in the series again. She next appeared in "The Tale of the Vacant Lot" as Heather.
  • Suzie Almgren who portrayed Mrs. Keegan, previously appeared in the episode "The Tale of the Crimson Clown" as Mrs. Carter.
  • Mark Bromilow, who portrayed Mr. Noise, previously appeared in the episode "The Tale of the Magician's Assistant" as Nazrak.
  • Ajay Fry who portrayed Max's friend Tony later reappeared in the series revivals episode "The Tale of the Time Trap", as Brad Row.
  • This episode along with its second part originally aired together as one hour premiere. During reruns only each part would air per evening.
    • The extra campfire scenes with them getting rained at were added for the rerun version and were not there in the full airing. A couple scenes were cut to make room for them such as a scene with Rush looking for Vink's barbershop. The full cut is on the VHS release and these bits are included in the novelization.
  • The only two-part episode and the only one to have more than one storyteller (Gary and Frank's tale was interrupted partway through by a thunderstorm).
  • The first time that an episode ended with the message: "To be continued...".
  • The first time Frank put out the campfire.
  • The second time it rained on The Midnight Society, the first time was at the end of "The Tale of the Quicksilver" and the third time was during "The Tale of C7".
  • This is the only episode filmed on 35mm. Co-Creator DJ Machale has said he felt this didn't make the episode look that much different than the rest.
  • This is the only episode in Season 4 to be written by D.J. MacHale himself, under his Chloe Brown penname.
  • The VHS release includes a behind the scenes video.