Midnight Madness is a 1980 American comedy film produced by Walt Disney Productions and starring David Naughton, Stephen Furst and Maggie Roswell.[1]

The city of Los Angeles is the game board as five teams of college students attempt to win "The Great All-Nighter," a dusk-to-dawn competition dreamed up by an eccentric graduate student. David Naughton and Stephen Furst are paired with a grab-bag group of fellow students including Michael J. Fox in his first film appearance.[1] The film was directed by Michael Nankin.[1]


Graduate student Leon (Alan Solomon) summons five college students to his apartment and challenges them to participate in his latest game creation: The Great All-Nighter. He tells them about his game and instructs them to form teams. At first, the leaders refuse to play. However, rivalries between them lead all five to change their minds by the game's start time - a scenario Leon has already predicted based on his extensive planning.

Leon, as "game master," keeps track of the teams locations with a giant map, and various radio equipment. The teams are supposed to call and check in at each clue (though many of the teams end up skipping at least one location).

The adventures of the other three teams are subplots, as well as the situation at Leon's apartment ("Game Control"). Here, along with his female assistants Candy and Sunshine (Debi Richter and Kirsten Baker), Leon monitors the progress of the game. Already unpopular with his landlady, Mrs. Grimhaus (Irene Tedrow), for the amount of noise he makes, Leon faces eviction if any of the other tenants complain. Several of them do show up to complain, but as Leon explains the mechanics of the game to them, they become fascinated with it and help run it, much to the annoyance of Grimhaus.

The game culminates in a race-to-the-finish at the Westin Bonaventure Hotel where the yellow team ultimately prevails and wins the game. A huge party consisting of all contestants and game control follows.


Here are the clues and the answers for the next location.

Clue #1: The Sea is reversed. S.S. Itari is mixed up and blind. 38-22-23 / 56-10-11

Answer: "The Sea" reversed, becomes "See the". "Mixed up" is referring to an anagram. "Blind" means to remove the letter I. The answer is "See the stars". The next location is Griffith Park Observatory. The numbers are telescope settings/coordinates. After moving the telescope setting, it points towards a bank sign that displays the next clue.

Clue #2: To unlock the next clue, find the 8800 keys!

Answer: 88 keys is referring to a piano. The next location is the Los Angeles Piano Museum, located at 1250 Beverly Boulevard. At the museum, there is a small piano that says "Leon's Theme" and has sheet music. Once the notes are played, the song is the theme for Pabst Blue Ribbon beer. The next location is the Pabst Blue Ribbon brewery. At the brewery, painted on cartons of beer, is the next clue.

Clue #3: Mr. Carson’s obese male child

Answer: This is referring to Johnny’s Fat Boy Burgers. Once at the restaurant, there is a menu that contains the next clue.

Clue #4: Leon’s Special Have a seat and enjoy! Look between the two giant melons!

Answer: This is referring to the necklace worn by one of the waitresses. The well-endowed woman’s necklace reads "Hug Me". This is another anagram for "Huge M", referring to Miniature Golf World. Once there, the teams have a message waiting for them, containing the next clue.

Clue #5: Play a round of golf. Somewhere you will find the clue. No cheating. You must play the entire round. Do not go directly to the 18th hole.

Answer: While playing hole 14, after hitting the ball across a drawbridge, it raises to show the next clue.

Clue #6: Look at xylophones initially (530am)

Answer: Initially is referring to the first letters, or initials, for the previous three words. This spells ‘LAX’, referring to the Los Angeles International Airport. 530 is a frequency on the AM radio band, which is the station for airport info. When tuned to that station, it plays the next clue.

Clue #7: Greeting teams, this is Leon. In case I've got you running around in circles, you might want to know that the clue can be found in terminal number 3. Upon entering the terminal, the teams are given a pamphlet by fake Hare Krishnas, containing the next clue.

Clue #8: His Holiness says: You're off your rocker if you don't look inside the locker.

Answer: This is referring to the airport rental lockers. There are colored lockers, containing a box with the next clue.

Clue #9: The box contains the following items: 1 red ball, 1 large E printed on a card, a polaroid picture of a safety pin, and a polaroid of a man sitting in a chair.

Answer: Pin (picture of safety pin) ball (red ball) city (sit, plus the E). Pinball City. Once there, there is a fortune teller machine where the lady looks like Leon, called Madam Leona. After putting in a quarter/token, it pops out a card with the next clue.

Clue #10: Play the STAR FIRE video game. Beat the machine and you’ll see the next clue.

Answer: After playing the game, the screen shows the next clue.

Clue #11: Greetings, Earth-people. Congratulations! The finish line is somewhere in the Bonaventure Hotel. Once all of the teams have arrived at the hotel, an announcement is made on the hotel PA system for the next clue.

Clue #12: Leon tells all of the teams, through the hotel courtesy phone: Look at the pool area. And I mean this "expressly".

Answer: Going to the pool doesn't provide any information. However, by taking the 'express' elevator, chairs are arranged to show "RM. 2704", which is the finish line.


  • David Naughton - Adam Larson - Yellow Team Leader
  • Debra Clinger - Laura - Yellow Team
  • David Damas - Marvin - Yellow Team
  • Michael J. Fox - Scott Larson (as Michael Fox)
  • Stephen Furst - Harold - Blue Team Leader
  • Patricia Alice Albrecht - Lucille - Blue Team
  • Andy Tennant - Melio - Blue Team
  • Brian Frishman - Barf - Blue Team
  • Joel Kenney - Flynch - Yellow Team
  • Sal Lopez - Blade - Blue Team
  • Maggie Roswell - Donna - Red Team Leader
  • Robyn Petty - Berle - Red Team
  • Betsy Lynn Thompson - Peggy - Red Team
  • Carol Gwynn Thompson - Lulu - Red Team
  • Eddie Deezen - Wesley - White Team Leader
  • Marvin Katzoff - Debater #1 - White Team
  • Christopher Sands - Debater #2 - White Team
  • Michael Gitomer - Debater #3 - White Team
  • Brad Wilkin - Lavitas - Green Team Leader
  • Dirk Blocker - Blaylak - Green Team
  • Curt Ayers - Armpit - Green Team
  • Trevor Henley - Cudzo - Green Team
  • Keny Long - Gerber - Green Team
  • Irene Tedrow - Mrs. Grimhaus
  • Alan Solomon - Leon
  • Deborah Richter - Candy (as Debi Richter)
  • Kirsten Baker - Sunshine
  • John Fiedler - Wally Thorpe
  • Ceil Gabot - Mrs. Thorpe
  • Charlie Brill - Jerry - Tenant #1
  • Loretta Tupper - Mr. Thorpe's Mother
  • Eddie Bloom - Game Control Bookie
  • Dave Shelley - Harold's Father
  • Marvin Kaplan - Bonaventure Desk Clerk
  • Bert Williams - Security Captain
  • Arthur Adams - Police Sergeant
  • Thomas Wright - Cop #1 (as Tom Wright)
  • Elven Havard - Cop #2
  • Ernie Fuentes - Miniature Golf Dad
  • Pilar Del Rey - Miniature Golf Mum (as Pillar Del Rey)
  • Georgia Schmidt - Old Lady in Car
  • J. Brennan Smith - Bratty Kid
  • Don Maxwell - Bratty Kid's Dad
  • Paul Reubens - Pinball City Proprietor
  • John Voldstad - Bellboy
  • Jack Griffin - Tow Truck Driver
  • Dick Winslow - Tourist
  • Emily Greer - Teenage Girl #1
  • Paula Victor - Cashier
  • Tony Salome - Irving
  • Donna Garrett - Busty Waitress


Teams are made up of characters who are broad stereotypes. They wear matching sweatshirts, and ride in vehicles that also match their team color.

  • The members of the Yellow Team are all friendly, and kind; they play fair and are the main heroes of the film. The yellow team are led by the protagonist Adam (Naughton). The Yellow team picks up an additional member, Adam's troubled younger brother Scott (Michael J. Fox), partway through the game, who acts out to get Adam's attention. They also force the shy Flynch (Joel Kenney), whom Adam has been counseling, to play the game rather than allow him to go on a date with an ugly girl. Also on the team are Laura (Debra Clinger), Adam's love interest, and Marvin (David Damas), another friend of Adam's. The team vehicle, owned by Marvin, is often referred to as a Jeep; it is actually a Toyota Land Cruiser.
  • The members of the Blue Team are all selfish, rude, and unattractive individuals who cheat at every opportunity. They are led by overweight snob Harold (Stephen Furst), who is intensely jealous of the popular Adam. Melio (played by future Hollywood director Andy Tennant) purposely instigates fights between Harold and his girlfriend, Lucille, who puts Harold on a diet just before the game starts. "Blade," a Mexican-American who is constantly brandishing his switchblade knife, never speaks. An additional member, Barf (Brian Frishman), is apparently mentally challenged. The team vehicle is a van equipped with a computer that can solve clues, however this device is destroyed early on when Harold hides a stash of marshmallows in the circuitry.
  • The Green Team, also known as the "Meat Machine," is made up of jocks from the school's football team. They are led by Lavitas (Brad Wilkin); Dirk Blocker is also on the team. Their antagonism leads both the Red and White teams into playing. The team vehicle is a Volkswagen Beetle named the "Meat Wagon."
  • The White Team is made up of debate team nerds, led by Wesley (played by Eddie Deezen). The White Team rides matching Puch mopeds which they eventually share with the Red team after their vehicle is destroyed.
  • The Red Team is made up of four members of an unpopular sorority led by Donna, played by Maggie Roswell. Two of the members are a set of frequently giggling, overweight twins (many of the jokes involving the red team come at their expense) and the other two are feminists. The Red team's vehicle is a pickup truck which is eventually destroyed by the Green team.

Production Credits

  • Directed by Michael Nankin
  • David Wechter
  • Produced by Ron W. Miller
  • Written by Michael Nankin, David Wechter
  • Music by Julius Wechter
  • Cinematography Frank V. Phillips
  • Editing by Norman R. Palmer, Jack Sekely
  • Release date: February 8, 1980
  • Running time 112 min
  • Box office $2.9 million

Production notes

Paul Reubens (better known as Pee-Wee Herman) has a small part as the "Pinball Proprietor."

The Star Fire game in the video arcade that provides the clue to the final destination was an actual arcade game of the period. The game play was real; however a special open cabinet for a standing player had been created for the movie, since the real game cabinet was an enclosed cockpit in which the player was seated.

When the White Team search the Hollywood Walk of Fame for a clue, they believe the answer to be the star of Mickey Mouse; the star was placed there in November, 1978.

The movie was novelized in a 1980 paperback, Midnight Madness, by Tom Wright (Ace, 1980)

Release and reception

Midnight Madness was rated PG—only the second film from the Disney company to receive anything other than a "G" (the first was The Black Hole). Though produced by Disney, the company's name did not appear on the credits.

The film only experienced a limited release, and garnered bad reviews. Roger Ebert, in his review, expressed disappointment at the work, as he was already a fan of the early work of Nankin and Wechter. It ultimately grossed $2.9 million in the North American box office. However, the film achieved a small cult following after it began airing on the HBO cable network. After a 2001 DVD release from Anchor Bay Entertainment, Midnight Madness was re-released in 2004 by Disney DVD with the "Walt Disney Pictures Presents" logo—the first time that Disney has officially associated itself with the film.


Midnight Madness has inspired many spin-offs and other Alternate Reality Games (ARG). Among some of the more popular recreations are:

  • Midnight Madness (Hot Springs, Arkansas) - Played every December
  • Midnight Madness (Austin, Texas) - The Austin game is played biannually and was created by several Austin transplants including, two veterans from the Hot Springs game.
  • Midnight Madness Brevard (Brevard County, Florida) - Played on a regular basis, with multiple games being held each year.
  • Midnight Madness VT (Greater Burlington, VT) - Runs multiple games per year. midnightmadnessvt on Facebook.
  • The Game - a non-stop 24-48 hour puzzle solving race that is currently active in the San Francisco Bay Area and the Seattle Area
  • Mike's Hunt, a 24-hour game played by the members of the Rutgers University Glee Club, has a heavy clue-solving component, with the clues leading to the development of a storyline in which the players become involved.
  • Get-a-Clue (Atlanta, Georgia) - Played annually by members of the Georgia Tech Yellow Jacket Marching Band and friends. Interactive and "nerdy" clues centering on a theme/storyline lead participants around the city and nearby counties.

In popular culture

  • Rap duo Heltah Skeltah sampled the film's theme for their song of the same name.
  • The stop motion animation program Robot Chicken (shown on Adult Swim) has featured brief homages to Midnight Madness, two in "Episode 1-10: Badunkadunk", and one in "Episode 2-6: 1987". In the first episode, two scenes from the film are reenacted, one where Leon reveals himself to the team leaders, another where Blue Team member Barf assembles the letters of a clue into the nonsense word "Fagabeefe". In the second, the chant of "Meat Machine" is reenacted.



  1. 1.0 1.1 1.2 "Midnight Madness". Turner Classic Movies. Retrieved on April 25, 2016.
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