This talk will be about phreaking back in the late 80’s, up until the mid 90’s roughly. It will cover what phreaking was, why it worked, and why we did it. We will discuss some of the devices used, the theory behind them, as well as some entertaining stories about those devices. We will also talk about the slew of ‘secret’ numbers that existed in the phone system, including but not limited to, ANI, loops, and sweep tones. Finally, we will discuss the decline in phreaking with the newer versions of ESS, as well as how VOIP has brought forth an entirely new generation of folks interested in how the phone systems work.