Walt Disney's original plan for the place George Clooney's 'Tomorrowland' is based on was a creepy futuristic dystopia

Disney's next big film, "Tomorrowland," starring George Clooney is in theaters Friday.

If you've seen the trailers, it's kind of difficult to decipher what the film is all about. 

A young girl (Britt Robertson) is transported to a mysterious, futuristic world called Tomorrowland, at the touch of a magic pin.

In actuality, the film, named after the futuristic section of the Disneyland theme park, was inspired by Walt Disney's original vision for Epcot.

Check out Disney's original plan for Disney World and Epcot > 

After Disneyland was built in California, Walt had an idea for another Disney project in Florida; however, he passed away in December 1966 before he could see it come to fruition. Before he died, he filmed a video two months earlier expressing these plans in detail. Bits and pieces of it can be seen in trailers and features promoting "Tomorrowland."

Disney produced the nearly half-hour video, found on YouTube, for Florida Legislators to get permission and rights for his project. In it, Disney laid out his big ideas for his massive Florida project. 

Called "Project X," Walt's Florida expansion wasn't about Disney World, though it was a small part of the picture.

Rather, Disney's plan consisted of building his own perfect Utopian city: the Experimental Prototype Community of Tomorrow-Epcot.

While Disney's film brings this vision to life a la Tomorrowland - a place full of hopes and dreams - Disney's original video for Epcot sounded like a scene straight out of Aldous Huxley's "Brave New World," which envisioned a similar world back in 1932.