"Spooky" is originally an instrumental song performed by saxophonist Mike Sharpe (Shapiro), written by Shapiro and Harry Middlebrooks Jr, which first charted in 1967 hitting No.

[4][5] Its best-known version was created by James Cobb and producer Buddy Buie for the group Classics IV when they added lyrics about a "spooky little girl".

[6] The song is noted for its eerie whistling sound effect depicting the spooky woman.

J.R. Cobb and bandmate Dean Daughtry later became part of the Atlanta Rhythm Section and re-recorded "Spooky" in 1979, also produced by Buie.

It was the second of two singles released from their Underdog LP.