OneRepublic’s “Counting Stars,” was released in June 2013 and landed at number 2 on the Billboard Hot 100, but in October of 2014 the song resurfaced once more in a brand new light. The villains of Disney gave the catchy tune a very different, very wicked twist.

disney villains

This epic Disney remake is collecting massive  hits on YouTube, but it made its first appearance on the Oh My Disney Blog.

Ursula, Cruella de Vil, Maleficent, Hades, Jafar and some more of our favorite evil characters got together to film the music video for this “Counting Stars” cover, but the villains have definitely made this song personal by adding their own choreography and transforming some of the words to match their goals of causing fear to anyone standing in their paths. This villainous version of the song is actually named “Counting Scars.” Creepy!

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Filmed and cast by a creative group of 20-something year olds, the video shows the evil clan singing together trying figure out exactly who is the most evil of them all, hoping that Scar does not take the title yet again.

“Lately I been, I been losing sleep (hey!), dreaming about how evil I could be.
But Villains, I been, I been tryin’ hard (hey!). It’s tough to climb the ladder when you’re counting Scars.” the cast sings together.

They group of friends were inspired to creative this song and video because they all have been keeping up with the annual scariest villain of the year countdown, and they are not too happy that once again Scar has won the coveted title.

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Watch the spooky Disney-themed remake below:

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Which of these scary Disney villains do you think is the most terrifying?


  1. Does anyone else think that this was just lazily written? counting Scars? (As in SCar from the Lion King?)


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