The story takes place in a dark castle that towers into the clouds. Libaosha (voiced by Kelly Sheridan) is imprisoned by the evil witch Gedil (voiced by Anjelica Huston) and her situation is very miserable. By chance, Libaosha discovered a secret passage leading to the outside world. After walking out of the castle, she accidentally rescued three lovely girls, who were the sisters of Prince Stefan (voiced by Mark Hildreth). In this way, Libaosha and Prince Stefan met, and soon they fell in love. The pet mink Otto (voiced by Peter Kelamis) reported Libaosha's whereabouts to Gedil, and Libaosha was once again imprisoned in the castle. Fortunately, Libaosha found a magical paintbrush, through which Libaosha met the prince again. Unfortunately, Gedil destroyed the paintbrush. At the same time, she decided to pretend to be Libaosha to attend the prince's birthday party, with only one purpose, that is, to put the prince to death.