In the village of Salem, in the year 1693, a young boy named Thackery Binx awakens, after hearing a rustling outside their window, and looks around the room and sees that his sister nowhere in sight.

"Emily? Emily?!" He calls out, but as he waits for a response he hears the sultry voice of Sarah Sanderson, He then jumps out of bed and runs outside and calls again, "Emily?"

Thackery spots his friend, Elijah, and runs to him," Elijah! Elijah, hast thou seen my sister, Emily?" he asked.

"Nay," Elijah answered," but look." He points to smoke coming from the woods." They conjure."

Thackeray looks and sees Emily following Sarah into the woods, " Oh God, the woods!" He runs closer to the edge of the village and calls out her name, "Emily!"

"She's done for," Elijah said

Thackary grabs Elijah by the shirt and tells him, "Not yet! You wake my father! Summon the others! Go!"

"Emily!" Thackery calls out as he runs after her into the woods.

In the woods, Thackary manages to fall down several hills and wade through shallow creeks to get to the Sanderson home, and he sees his sister follow Sarah Sanderson into the house. Thackary looks in the window and sees Emily surrounded by the Sanderson Sisters, Sarah, Mary, and Winifred. Winifred is the leader of the sisters, she has red hair and dresses in shades of green. Mary is next, she's a little on the plump side. She has black hair and dresses in shades of red. Sarah, is the final sister, and she seems a little ditzy. She has blonde hair and dresses in shades of purple. They are all slightly old. Emily spots him and sits up. The sisters turn to the window but Thackery ducks out of sight. Sarah and Mary go and look out the front door to look for Thackeray, but he's hiding and they can't see him. Winifred throws open a window and looks around.

"Oh look, another glorious morning." She pauses, "Makes me sick! Sisters!"

"Yes, Winnie?" Sarah asked.

"Coming Winnie. Right away. Sorry." Mary said

"Must have been an imp." Mary goes over to her spell book and talks to it like a child, " My darling, my little book. We must continue with our spell now that our guest of honor has arrived. Wake up. Wake up, darling." the book wakes up, "Yes, well come along. There you are. Mary!

"Right here, Winnie. Right here. Sorry. " Mary said as she comes to her sister's side.

"Hello, hello," Winifred said to the book.

"I notice sister Sarah isn't helping, " she told Winifred

"I lured the child here. " Sarah stated.

Winifred grabs Mary's ear and said, "Leave her be, she has done her chore." She let's go of Mary's ear.

"You're right, I'm wrong," Mary said before She and Sarah make faces at each other.

"All right. 'Tis time!" Winifred announced. the book opens and flips itself to a certain page. "There it is." reading from the book "'Bring to a full rolling bubble. Add two drops oil of boil." she moves to pick up the oil of boil but Mary is there before her.

"I got it. It's heavy. You do that, I'll do this." Mary said as she adds the oil of boil to the cauldron.

"Six, but the hour with the herb that's red. Turn three times, pluck a hair from my head." Mary read from the book.

Thackary sneaks inside the cottage and watches the witches from the second-floor landing.

" Add a dash of fox and a dead man's toe. Oh, a dead man's toe and make it a fresh one. "

"Dead man's toe. Dead man's toe. " Sarah begins singing about the dead man's toe.

Mary walks up with a bowl of toes and sniffs one, "Fresh one." she tosses it into the cauldron. Then she and Sarah begin tossing toes at each other. Finally, Winifred has had enough and steps in to stop them.

"Will you two stop that!?" Winifred demanded. " I need to concentrate."

"Sorry." Mary apologized before turning to Sara, " She needs to concentrate." She pauses and takes a sniff of the air. She can smell Thackary.

"Newt saliva," Winifred said to herself.

"I smell a child," Mary informs her.

" What doest thou call that? " Winifred said as she points to Emily.

" A child?"

" Hah! Sisters, gather round. One thing more and all is done, add a bit of thine own tongue." Winifred tells them.

They each take a bite of their tongues and spit them into the cauldron which turns the purple into a green.

"Oh, Winnie, thou art divine." Mary commented.

"'Tis ready for tasting." Winifred takes a spoon and dips it in the potion. "One drop of this and her life will be mine." She pauses. "I mean, ours. All right, girl. Open up your mouth." she says to Emily while walking towards her with the spoon

"NO" Yelled Thackery as The sisters lookup surprised.

"A boy!" Sarah said surprised. Thackery then landed on the ground.

"Get him you fools!" Winifred commands her sisters.

"I got him! I knew I smelled a boy!" Mary said as she and Sarah chase him. Thackary manages to escape them and runs over to the cauldron.

"Get away from my potion." Winifred demands. Thackery turns the cauldron over, and the potion spills out. "Ahhh! My potion!

" Emily!" Thackary almost reaches his sister but Winifred hits him with blasts of electricity and he drops to the ground.

"Winnie? Winnie, look. "

Mary points at Emily who has somehow ingested some of the potion. Emily's life force is glowing around her.

"Sisters, prepare thyselves. 'Tis her life force. The potion works. Take my hands, we will share her!" Winifred said to them

" Oh Winnie, how generous of thee." Mary commented

The go over to Emily and begin to suck away her life force. When they are through Emily has grown very old and died. The sisters, however, are much younger now.

"Sisters, behold!"

"I am beautiful! Boys will love me!"

"We're young!"

"Well, younger." Winifred clarified. " But it's a start! Sisters!" The sisters begin to do a little dance.

"Winifred, thou art a mere spring of a girl." Mary said

"Liar. But I shall be a spring forever once I suck the lives out of all the children of Salem." Winifred then spots Thackery. "Let's view another batch. "

" You hag! There are not enough children the world to make thee young and beautiful." Said Thackery.

" Hag?" Winifred questioned "Sisters, did you hear what he called you? Whatever shall we do with him?"

" Let's Bar-B-Q and filet him. " Mary suggested.

" Hang him on a hook, and let me play with him." Sarah suggested.

" No! Book. Darling, come to mommy. Yes." Winifred said. the books float over to her) His punishment must be more foolsome. More lingering." SHe said to book. "Dazzle me, my darling." The book flips open to some pages) Amnesia, bunions, chill breaks, cholera. We can do better than that I think." the books flip again. "Yes, let's see what we have…oh! Perfect." she shuts the book and hands it to Mary "As usual. His punishment shall not be to die, but to live forever with his guilt.

"As what, Winnie? As what?" Sarah and Mary in union

"Jump back!" They do and she begins a spell." Twist the bones and bend the back itch-it-a-cop-it-a-mel-a-ka-mys-ti-ca trim him of his baby fat itch-it-a-cop-it-a-mel-a-ka-mys-ti-ca give his fur black as black just like thissssssssss."

They each hold their hands over Thackary and he begins to groan with pain. He shrinks down and we see that he has been turned into a black cat. Sarah goes to pet him and he swats at her. The others laugh. Suddenly there is a pounding at the front door. The other villagers have arrived.

"Open! Witches! Daughters of Darkness! Open this door." The man demanded.

"Hide the child," Winifred whispers to her sisters.

Mary covers Emily with a shawl and said, " Witches? There be no witches here sir."

"Don't get your knickers in a twist. We are just three kindly old spinster ladies." Winifred tells them.

" Spending a quiet evening at home," Mary said caring on the lie.

" Sucking the lives out of little children." Sarah foolishly said. Winifred grabs her and tries to choke her. The villagers then break in and set the sisters out by a tree. The sisters have nooses around their necks, and are standing on barrels.

"Winifred Sanderson?" Mr. Binx said.

"Yes?" Winifred said.

"I will ask thee one final time. What hast thou done with my son, Thackery?" He asked.

"Thackery?" Winifred as she thinks about it.

" Answer me!" Demanded.

"Well, I don't know. Cat's got my tongue. " Winifred and her sisters have a good laugh.

"This is terribly uncomfortable," Sarah said in regards to the noose

"Sisters, sing." Winifred said and the sisters begin to sing, and as they sing Mr. Binx said, " Cover your ears! Listen to them not!"

A man holding the 'book' throws it down to cover his ears and the book lands right at Winifred's feet. It opens up and she sees the spell that it revealed to her.

"Fools! All of you! My ungodly book speaks to you. On All Hallow's Eve when the moon is around, a virgin shall summon us from under the ground. Oh, we shall be back. And the lives of all the children shall be mine." Winifred tells the villagers.

"If thou were anything like thee's youngest sister. You would be kind and tell me where my son is." Mr. Binx gives the signal and the barrels that the sisters are standing on are kicked out from under them. Thackery, now a cat, goes over to his father and rubs against his leg.

"Away! Away beast!" Mr. Binx said.

Thackary gives a mournful meow before it is picked up by a young woman, "Do not worry Thackery. I will help thee through thou's curse. We shall guard this house every all hallows eve to ensure that no virgin will ever summon my sisters." The young woman and Thackery then leave the woods and return to her home. But the story does not end there...