During a performance, Dr. Facilier was visited by Maleficent who claims his evil is below par compared to what she's seen over the years. To help Facilier, Maleficent summons several villains to teach the Doctor what it takes to be a villain.
First was The Evil Queen to teach how to make a potion by transforming into a witch. Next was Jafar and Iago to teach how to use a staff for villainous purposes. Right after was Captain Hook and Mr. Smee who taught Facilier how to battle. After was Cruella De Vil for fashion and Queen of Hearts who taught how to use cards as minions instead of just tricks. After, all the villains gather for one last number.