Interview: Disney Legend X Atencio and the Haunted Mansion (from August 9, 1999)

The following article was originally published 20 years ago today – August 9, 1999. Laughing Place had just launched and the first major Disney event was Haunted Mansion’s 30th anniversary. We were ecstatic – ecstatic – to be able to interview Imagineer and Disney Legend X Atencio about the Mansion and his career with Disney. 20 years ago online media was not nearly as accepted as it is today, so this was a huge deal for us (pictures were often a lot smaller, too!). One of our founding team members, John Frost (now of went to X’s house for the interview.

Sadly, X Atencio passed away in 2007 at the age of 98. One of my favorite Laughing Place memories is seeing X Atencio at a Disneyana fan meeting and him telling me that email he sent to us for a different article was the first email he ever sent! We’re very pleased to (re)present to you this wonderful interview with a wonderful man on the occasion of the Haunted Mansion’s 50th.

Disney Legend X. Atencio is best known for writing the script and lyrics for Pirates of the Caribbean and the Haunted Mansion. Here we bring you an interview where he discusses those projects and much more.

X. lives high on a hill in the San Fernando Valley. It’s a nice neighborhood full of three car garages, swimming pools, and lush plant life. Approaching the house I had no idea that a legendary Walt Disney animator and imagineer lived anywhere near. Then I saw the nice Porsche with license plate reading “C X GO” stock in a Walt Disney Imagineering frame. Next a lawn gnome-esque Mickey Mouse revealed itself and reality began to sink in. I was going to meet Francis Xavier Atencio, animator, imagineer, script writer, lyricist, husband, father, and grandfather.

X. greeted me at the door with a jovial joke about my punctuality (the clock was striking just as I walked in). As we arranged ourselves in his family room for the chat I noticed the decidedly Disney decor. On one wall hung a marvelous collection of photos, drawings, and other memorabilia commemorating X’s illustrious career. In places of prominence were a few publicity stills with Walt Disney and X. at work and a retirement poster signed by many imagineers and animators. A small TV rested in one corner and a small bar in another. In the back sliding glass doors opened up to a deck, a pool, and a marvelous view.

X. grew up in Walsenburg a small town in southern Colorado. After graduating from high school he moved out to California to attend the Chuinard Art Institute. From there he joined the Walt Disney Studios as an apprentice animator. After a tour of duty in World War II, X. returned to the studio and worked on various shorts, feature films, and other projects.

Walt Disney had his hands in most every project at the studios and he recognized some untapped talent in X.. Walt sent X. to WED Enterprises (later renamed Walt Disney Imagineering or WDI) and had him write the script for Pirates of the Caribbean. X’s career as an imagineer continued to the present regime, signaled by the arrival of Michael Eisner and Frank Wells. In 1996 X. was named a Disney Legend.

As we got to talking, I explained my interest in the world of Disney, including the fact that my grandfather was a contemporary of his at WED (X. knew him), my love of Disneyland, and my position as a writer for But I was still nervous as I flipped the tape recorder on.

LaughingPlace: You’ll have to excuse me if I’m a little nervous. I’ve never interviewed an imagineer before. I hold them in high regard. They built the place that I love the most-Disneyland.

Let’s start easy-why do people call you X., instead of Francis Xavier?

X.: That’s a mouthful, as you can see. I got the nickname X. when I was in High School. When I went to work at the studio it just carried on. I lost my first wife 20 years ago and have since remarried. When I met the lady I’m married to now, she had a hard time introducing me to her friends as X. She said let’s go to FX. So my later friends call me FX but professionally I’m just X.

LP: Before you joined the Walt Disney Studios what was your training?

X.: I went to art school for one semester. The teachers we had at Chuinard Art Institute, also taught at the studio. After I completed a semester they said why don’t you put a portfolio together, we’ll take it out to the studio and have the animators critique it for you.

So we did that. Meantime, I contacted the studio to see if I could get a summer job. Then at the same time I was at the studio applying for the summer job, they called my home to arrange for an interview as an apprentice animator. Unaware, I got there and three other fellows from Chuinard were there. I said, oh well, there goes my chance.

Instead the studio said, we like what you have on your portfolio, would you like to come work for us. I lived in Hollywood at the time, about three or four miles from the studio-which was at Hyperion, and I ran all the way home yelling, “I got a job at Disney.” $12.00 a week was the pay.

LP: When was that?

X.: That was in 1938.

LP: You worked in Feature Animation for 27 years. As far as your animation accomplishments, what are you most proud of?

X.: I started as an apprentice animator with Willie Rodeman on Pinnochio, then I worked on Dumbo. Next came the war and I was gone for 4 years in defense of our country.

LP: Where did you serve?

X.: In England most of the time. On an RAF base in photo intelligence. I was drafted to Greenland. I said "is there anyway to get out of Greenland?". They said, "apply to OCS and join the air corps." I got my commission down in Florida and from there they shipped me off to England.

LP: When you returned, were the studios still working on the War Time Animation effort?

X.: No, they had finished with that. After I served my four years, I called the studio and said I’m ready to come back to work. Of course, they said your job is waiting for you. But the thing is, all the guys that hadn’t gone to war had advanced to be animators. I was still an apprentice animator. I was joined up with Bill Justice and we did a series of little short films.

Eventually Walt sent me over to WED. He said he’d been wanting to get me over there for a long time. When I got over there, well nobody knew what I was supposed to be doing. Then one day he called and said I want you to do the script for the Pirates of the Caribbean. I had never done any scripting before, but Walt seemed to know that’s what I could do.

I did one scene, the auctioneer scene, and sent it over to him. He said that’s fine, keep going. And then after the script was done, I said I think we should have a little song in there. I had an idea for a lyric and a melody. I recited it to Walt, I thought he’d probably say that’s great, get the Sherman Brothers to do it. Instead he said, that’s great, get George Bruns to do the music. So that’s how I became a songwriter.

LP: So many kids have grown up thinking “A Pirate’s Life For Me” is an authentic pirates song. They don’t realize it was created for the attraction. When you joined WED about how many people were working there?

X.: I have no idea number wise. It was very small. I liked it. It reminded me of how the studio was when I first started there. A small group where everybody knew everybody and it was great.

I hated to leave the studio. I had a nice office there. Then when I got over to WED I had a couple sawhorses and a piece of plywood for my desk. That’s the way it was until I got my feet wet. They didn’t have posh offices then.

LP: So are you still working for the Walt Disney Company? Or are you totally retired?

X.: I’m retired. I sign a contract for them every year as a consultant. But I say, don’t bother me, if I wanted to work I’d stay there. I go back there every 6 weeks to 2 months to talk to people and tell them how it was-how it was working with Walt.

LP: I think there is a big mystique regarding what it was like working with Walt. It’s almost as if he has been elevated to a god like status. What was it like having Walt come and look over your shoulder while you were working on a project?

X.: Well it was great. He’d pick things up. Like on the pirate ride-one time we mocked up the whole scene of the auctioneers. All the figures in there were working. We rigged up a little dolly and pushed it through at the same speed the boats would go through.

As we went through the scene there was noise on all sides. I kind of apologized to Walt, you couldn’t seem to hear what was going on. Oh hell, he said, it’s like when you go to a cocktail party. Tune in on this conversation. Tune in on that conversation. Every time they go through they’ll hear something different. Why didn’t I think of that? That’s the way he was.

Even the animation part of it-the telling of stories. Using the storyboards and things; he’d get into it. Jump up and start acting it out. What if we move this over here and move that over there? He was a great storyteller. He had a great knack for that. He wasn’t a great artist, but he sure was a storyteller.

LP: Do you think there will ever be another Walt Disney.

X.: Probably not. There are a lot of talented geniuses around who are doing this sort of thing, but the magic of Walt Disney is a thing that will probably live forever. I think in generations to come, when people talk about Walt Disney, it will be the way people talk about Hans Christian Anderson and people like that. They were great storytellers. They didn’t write the stories, they just told the stories. That is the way Walt was. He just told the stories better. I think he’ll go down in history as Story Teller of the Century.

LP: What do you remember about the last time you saw Walt?

X.: I don’t remember really talking to him. But I remember the day he died. How I was affected by it. John Hench came into my, office I had an office by that time, and we talked about Walt and about his passing away. We reminisced about things we had worked on together.

They dismissed us at noon that day and I came home. Traditionally I always bought my Christmas tree on the 15th of December [Walt died of December 15, 1966]. Since I had the afternoon off I came home but felt real bad just sitting around. So I thought, oh I’ll go out and get the tree. I bought the Christmas tree and came home. As evening fell I started thinking about Walt being gone again. I sat in the living room and started to cry. I cried and cried, just balled my eyes out. It was as if I’d lost my father, you know. I really got choked up.

Being as it was Christmas time, I started getting amazing Christmas cards. People from all over, even friends I had in England, all wrote a little note in their Christmas card. A note of condolence, as if someone in my own family had died. In essence someone in my family had died. That’s how I felt about Walt’s passing.

LP: What was the atmosphere like at work when you came back and had to finish Pirates?

X.: Well, it was pretty much done. It was just a case of tying up all the loose ends. But then working on the Haunted Mansion, that was another story. There were still two schools of thought on how we were going to do it. Should we make it really scary or should it be kind of funny? How would Walt want it? I guess there we started running into a little conflict.

On other projects too-Walt was always the last word on how things were going to be done. Like on EPCOT and projects like that. But now without Walt there to say this was the way it was going to be, we were all kind of floundering around. I think if Walt had been there we’d have built the place [ EPCOT ] about three years before we did. No one seemed to take leadership.

LP: How long did it take the company to recover from losing Walt… or has it never recovered?

X.: Oh, I think it has now. It took several years though. They had a committee of directors and producers who were deciding what to do. Theatrically, nothing much was done after Mary Poppins. Then the new regime came in.

I remember when Eisner and Wells joined the company, just a month before I retired. They came over to WDI to talk to us and to introduce themselves. I said to Michael, don’t screw up. I hope to live comfortably on my stock. And boy they haven’t.

LP: So do you have any advice to some one who wants to follow in your footsteps?

X.: Well, I think it’s the Disney mystique that attracts them. I talk to young kids, like yourself, who always wanted to work for Disney. I run into that quite frequently. They always ask how do I get a job there? Animation is different now than when I was in animation. I’m not sure I have an answer. I think I peaked at the wrong time. I hear about the salaries they’re getting…

LP: Yeah. Dreamworks came along and the salaries doubled.

X.: Yeah. Now the market is saturated, and I understand they’re pulling back.

I don’t know what I would say to somebody who wants to be an imagineer. In my case-being a writer-I fell into it. It’s a talent I didn’t realize I had in myself. Walt put the finger on me and said go and do it. I went and did it and it was one of the greatest things that ever happened to me.

Having two careers at Disney, as an animator and as a writer, which one did I enjoy most? I don’t know. I think the writing has done the most for me. I see the things that I created and realize it’s going to go on for years and years and years. I hear someone singing A Pirate’s Life For Me or Grim Grinning Ghosts and I can say, I did that. It’s great.

LP: I also remember you worked on Mary Poppins. What did you do on that? It’s one of my all-time favorite movies.

X.: Bill Justice and I were working together on stop motion films. Walt assigned us to do the scene tidying up the nursery. Bill was real good on stop motion stuff; he had done the toy sequence in Babes in Toyland. We used some of the toys we had from Babes in Toyland, the soldiers for instance. The soldiers marching into the toy box in Mary Poppins were from Babes.

Bill was very good at this stop motion stuff, I didn’t have the patience for it myself. But he had all the patience in the world. You had to. You moved this piece over, move that one, move that one, click.

LP: How is that different from drawing. A different design for every frame.

X.: Well in drawing if you made a mistake you could erase it. But in stop motion it was more involved. We didNoah’s Ark…. moving all the animals in there. We did it on a piece of glass with the camera looking up from below. We had to move each piece over and over. We had a system. We started with the top left, moved them all, and then click. But then something happens, and you forget, did we move that one? If we didn’t remember, we had to start all over again. It took a lot of concentration. A lot of patience.

LP: Do you continue drawing?

X.: I do it for my grandkids. I draw them birthday cards. In fact I was working on one for my new grandchild. My grandkids over five don’t get one though. I have run out of ideas. I find my hand is getting a little shaky too. I’ll be 80 years old next month. I’m running out of gas.

LP: You said you visit the Studios every few months. Do you go to Disneyland at all?

X.: We do take our annual family Christmas trip down there. Last week we were down for the collectors convention. Tim O’Day sat at our table. He’s involved with the art collectibles for Disney, he wanted to know if I’d be interested in going to Florida in March for another convention. In March, yes.

LP: Speaking of hot and humid weather, I just spent the last week in New York and saw The Lion King.

X.: I saw that. I took my two grandkids, my son, and his wife. It was a hell of a good show. Fantastic. The costumes, including a big elephant rolling down the aisle, scared me good. Are they going to put that on tour?

LP: Yeah. I think they have two traveling companies. They had to figure out some way to translate the stage design and special elements before they could take it on the road. I’m looking forward to seeing how they do that. The New Amsterdam stage was built especially for the show elements. There are a couple great books, including one of the reconstruction of the theatre, you might want to read.

X.: That was one great scene with the stampede. I thought that was well done.

LP: It’s the most emotional moment in the film. The father dies and there is Simba left alone.

Back to Disneyland, I was at the Haunted Mansion 30th Anniversary event. Did you know that they were going to have the Grim Grinning Ghosts out on stage? Did you know they were going to put on a show like that?

X.: No. I had no idea what was going to go on. I think they did a good show that night.

LP: I’ve talked with many friends who hope they do more shows like that. I think it’s great to bring back the people who worked on the attractions and give them a chance to talk about their craft.

X.: It really surprises me how interested people are in talking to us old dinosaurs. Like that night, we were in the Haunted Mansion until 2 o’clock in the morning greeting people as they came in. We had to shake hands with everybody that came in. I said, if one more load comes out of that elevator I’ll die.

LP: Well, Marc and Alice Davis got off easy. They went and sat in the banquet scene.

X.: My poor wife and Buddy Baker’s wife were sitting over at Club 33. They thought we’d be back by 12:30 or 1AM at the latest. At 2 o’clock we still weren’t there.

LP: What was your first involvement with the Haunted Mansion. Who told you to go ahead and write the script?

X.: Well I guess it was Dick Irvine and Marty Sklar. They knew I had done Pirates, so they wanted me to move onto the next assignment. And there again, Claude Coats and Marc Davis had worked out the continuity of the ride, and everything like that, as they did on Pirates. My job was to figure out what was going to be said in it.

As opposed to the Pirates, where I had to use a pirate’s dialogue, this was just straight narration. I had to try and get it in a kind of spooky frame of mind, but not too spooky. I hired Paul Frees to do the narration, he was a great voice.

LP: At the Haunted Mansion event, I got the impression that Paul Frees had done a lot of improvisation.

X.: He was a great talent. One take and that’s all it took for Paul. He’d come up with things that you can’t write. He’d get the flavor of it. But he didn’t do as much of that with Haunted Mansion as he did in Pirates. There were other things he worked on. Like he was Professor Von Drake. Paul Frees did a lot with that.

LP: On the Haunted Mansion CD there is an out take of Paul Frees where he reads the Haunted Mansion script as Van Drake, it’s very funny.

X.: You know Buddy and I signed 999 inserts for those CDs and we didn’t even get a copy. I gave Martha [ a cast member who helped organize the event] hell for that. At least we ought to get one of the copies.

I went over to the new music shop there on Main Street to see if they had them. They said they sold out in the first few hours. Buddy mentioned somebody said they had them on the Internet for $120.

LP: One went for $230 plus dollars. You should be getting some sort of kickback, you know.

X.: Well Martha said we would get something. But I haven’t seen anything. Someone who came over the other day had one, so at least I got to hear it.

LP: Well they still have the 12 track CD for sale. It just doesn’t have the 13th track. I sure we can rectify this oversight. Maybe throw in a Theme Park Adventure Pirates issue as well.

By the time you got to work on the script on the Haunted Mansion, the original backstory of the Sea Captain and his bride was long gone, correct?

X.: Yeah, that was gone in the early days. When the mansion was erected in New Orleans Square people kept wondering when we were going to open it up. Of course, we said the problem was we were looking for more ghosts. We had 999 and we needed one more. The real delay was figuring out how to move people through there.

Yale Gracey had dreamed up some wonderful illusions, based on the premise that you’d move people through in groups. You see something happen with a start and an end to the illusion, then you’d move on to another one. But by moving to the DoomBuggies, there was no beginning and no end, so you couldn’t do that. It changed the whole philosophy of the ride.

LP: Do you have a favorite effect in the Haunted Mansion? A favorite room maybe?

X.: Well, I liked the Banquet scene. I can tell you something I didn’t like, going through the attic with things popping out everywhere.

LP: Well, they changed that a few years ago. They took out half of those popping ghosts, and put in a wedding march song and phantom piano player. What do you think about that?

X.: Well, that is better. When Buddy and I did the music for this, the graveyard for instance, we had a cacophony of sound, because each little vignette had it’s own little music bit in it. But it didn’t work, so finally Buddy had to put a general sound throughout. We got the Grim Grinning Ghosts theme working through the whole ride so we could concentrate on the things like the busts singing.

LP: I remember the days when there wasn’t as much music or narration. It scared me silly. Every time I went through the chamber of doors, by the time I got to Madame Leota I was really scared.

X.: We had originally thought that we’d have the raven as the Narrator. We’d introduce him at the beginning and go through the ride with him looking down. Right now when you come to the end and the narrator’s voice says “Ah there you are….” and you can just see this silhouette of the raven. But it didn’t pay off. I wanted to have him in every scene. But it just didn’t work. A lot of these things you have sketched out just don’t pay off. The Hitch Hiking Ghosts at the end were an afterthought. But that worked out okay. It was a good gimmick

LP: You know they’re selling Beanie Babies of the Grim Grinning Ghosts. Their eyes and teeth glow in the dark.

X.: {Laughs} Oh really.

LP: The Haunted Mansion at Disneyland has been open for 30 years now, what would you like to see happening over the next 30 years. Would you do anything different?

X.: Oh well… probably little adjustments here and there. Most of the things work well. The thing that I wished we had then was to have the sound isolated in each vehicle. What you’re hearing in your car can also be heard in the car behind. In the Chamber of Doors all the doors animating didn’t quite come off right. We could do something there.

I’m curious to see this new movie The Haunting. There was a film, the original The Haunting, I guess. We looked at that to get some ideas for effects. The doors breathing was one of them. We could do it better today. But there is always the timing of the cars going through. I think the Ballroom scene works well. Even though we had the dancers dancing backwards, the gals leading the guys. We had one good effect as you headed toward the attic.

We had threads hanging down. They’d brush on your face. It was a keen effect.

LP: How long did that last?

X.: Not very long. Because as soon as kids would go through the second time they knew what it was and grabbed it. I’m sad that you can’t have things like that. Like in the Ballroom scene, the big glass mirror there, the kids spit on it. They should have an air curtain there, where it would spit right back in their face.

LP: I’ve heard a lot about the imagineer’s tombstones. I have a picture of you with your tombstone. Do you still have it?

X.: Yeah it’s out back. Do you want to see it? [At this point we stepped outside to see the tombstone. He had placed it off to the side of his lawn, in a hedge behind the diving board of his pool.]

They took the tombstones out when they needed more space for the queue. They asked, do you want your tombstone? I said sure. I got mine and brought it home.

LP: Do you remember how the tombstones came to be.

X.: Well, I came up with all the little captions on them. I would imagine there is a list of all them around somewhere. I don’t have it though.

LP: That has always been one of my curiosities to find out what my Grandfather’s [Former Imagineer Vic Greene] tombstone said.

Do you feel like you have a part of the Walt Disney Legacy?

X.: I do. I think it is one the happiest things in my life. When I go to the big cartoon studio in the sky, I can say I was part of this. For instance, I went down to the park for this 30th Anniversary event. My friends wondered why. I said I wrote the script and wrote the song for the attraction. They said, oh I thought you were just a Mickey Mouse drawer. But I also did writing. It was a whole part of my life they weren’t aware of.

One last quick story. One time when I was down on Balboa Island there were some kids out on the bay rowing around. Guess what I heard them singing. “Yo Ho, Yo Ho… A Pirates Life For Me.”