Halloweentown High (2004) Script


MAN: For 1000 years, the worlds divide.

Creatures of magic in Halloweentown reside.

Witches and goblins forced to take flight, driven away by evil Iron Knights.

But the era is over. The worlds reunite.

The portal is open, but not without a fight.


Now, what are you planning on saying to the council?

-Oh, what am I gonna say to them? -Grandma, no. Don't get her started.

Oh, well, I sure know what I'd like to say to them.

But you know what? All I should have to say is...

"You're welcome."

I mean, I only opened the portal to save the entire world, thank me very much!

I should be getting... Ooh, a parade, but no, no, no, I get a summons instead.

-You got her started. -Any idea how to turn her off?

Oh, and you know why they don't like my idea of letting the kids from Halloweentown go to school here?

-Fear and ignorance. -Fear and ignorance!

That's why. (CHUCKLES) Honestly.

I mean, you try to bring a little harmony to the universe, -and all you get is... -(CLOCK CHIMES)

-Is it time? -Oh, no, dear. Trust me.

You'll know when it's time.

Huh? What are you talk...

Whoa, whoa, whoa!


Uh... Hi, Your Greatness... sses-sses-sses-sses-sses.


If I could just say a few words in my defense...

Marnie, please. You have nothing to defend.

We've asked you here to thank you.

-Really? -Of course. You saved Halloweentown.

I think it's the least we can do.


Oh, it was nothing. You're welcome.


I don't suppose there's a parade involved.

Now, about your proposal to send a dozen Halloweentown students to high school in the human world...

I say that if the portal's open, we might as well use it, right?

SIX ARMED MAN: Now, Council President Dalloway, I really must put several of my feet down.

You and this council are determined to leave us defenseless.

The idea of sending children into the human world...

They'll have me. And my mother and my grandmother.

They'll have the entire Cromwell clan protecting them.

I doubt that even you are a match for the knights.

Knights. You mean, like, round table, shields, lances, metal suits knights?

Yes, the Knights of the Iron Dagger.

Their mission in life was to destroy all things magical.

Okay, okay.

You people really have to get out a little more.

-See, this is why we need this program... -Mmm-mmm.

...to show you that the world is different now.

I mean, people have changed. People are more tolerant now.

I find that highly unlikely.

In fact, I'd bet all the Cromwell magic that humans have changed.

We can all live in harmony. We can all coexist.

-She said it! -Yes!

You all heard it. She said it!

EDGAR: Marnie, if you feel that strongly to bet the Cromwell magic, then we have no choice but to accept your proposal.

You have until midnight on Halloween.

(STUTTERS) Midnight on Halloween? Wait.

Now, what's going on? Wait, wait! What did I say?

-You bet our magic? -I'm sorry, I'm sorry.

-I thought it was just a figure of speech. -This is all your fault.

-What? How is this my fault? -If Marnie had been properly trained, she wouldn't have ever said anything like that.

Well, if Marnie had been raised the way that I wanted her to be raised, she wouldn't have been sucked through a portal and put on trial in the first place.

Okay, okay.

Look, let's just cancel the program.

I mean, nothing can go wrong if nobody comes to live with us.

Oh. And I was so looking forward to sharing my room with a werewolf.

AGGIE: No. This is too important.

We have to show people that they have nothing to be afraid of.

Besides, we have nothing to worry about. There aren't any knights.

GWEN: Well, of course not.

It's just a story parents in Halloweentown tell their kids to scare them.

-It's like... The bogeyman. -Oh. (CHUCKLES)

He's back in town. He's been asking about you.

For the 10,000th time, Mother, no.

So, there really is a bogeyman?

-And apparently, he has a thing for Mom. -Ooh.

-One date! -But you're sure there aren't any knights?

Yes. We're absolutely sure there aren't any knights.


DYLAN: Grasshopper Flakes? Who eats honey-flavored Grasshopper Flakes?

Gremlins. Apparently, it's the only thing they will eat for breakfast.

-I think his name is Bobby, guys. -(RATTLING)

Extra fresh.

And where is your grandmother? Sophie, let's go!

I'd really rather that we weren't late on our first day of school.


Yeah. I'm not screwing up my perfect attendance record just because you want to bring a little peace and harmony to the universe.

Yeah, well, some things are more important than your perfect attendance record, like reuniting the worlds, for example.

Why does reuniting the worlds have to involve me sharing a bathroom with an ogre and a gremlin named Bobby?

If I can get this spell right, none of us will have to share any bathrooms.

-That doesn't look like a level one spell. -You know I'm almost at level two.

Yeah, and that means you're still at level one.

Would you just trust me, okay? I know what I'm doing.



GWEN: Marnie! MARNIE: Sorry.




Okay. I think the construction spells are still a little advanced for you.

-Let's see. -(MOUTHING)

Told ya.


-Not bad. -Beautiful.

You'd think I'd be used to this kind of stuff by now.

Ugh. Let's go.


SOPHIE: Mom, Grandma's on the witch's glass.

Grandma, where are you?

School starts in 20 minutes, and you promised you wouldn't be late.

And we're on our way. I'm just getting everybody loaded up.

-(WHISTLING) -No, Chester.

You can't take your armadillo with you.

-We'll just meet you at school, dear. -Wait. Grandma, wait.

See? No problem. She's gonna meet us at school.

What is she thinking? She can't come to school dressed like that.

Oh, I wouldn't worry.

If she brings the flying school bus, people won't even notice what she's wearing.

Flying school bus? She wouldn't.

Oh, my gosh. We'd better go.

Come on. Let's go, everybody. Quick. Sophie, come on.

I don't see anything.

I don't suppose you know a total-eclipse-of-the-sun spell?

Afraid not.

We're gonna need something to keep people from noticing a 40-foot orange bus falling out of the sky.



-Grandma? -Yes, yes, yes.

It's me, it's me, it's me.

Oh, my. Don't I look stylish?

Mother, I am so impressed.

Yeah. I mean, I didn't even know you could drive.

Oh, well, I can't.

I asked two leprechauns that I know to help work the pedals for me.

They're right in here. Thanks, guys! Thanks!

Well, it's a step in the right direction.

-So sorry, Cassie. -A little help.

Oh, yes, yes. Oh, here, dear. Let me help you.

Oh, your backpack. All right.

Hi. Um, I'm Cassie.

Are any of you human? I've never met a human before.

My guidebook says it's important to make direct eye contact and not to show fear.


Hi. (CLEARS THROAT) I'm Marnie.

And that would be lesson number one on how not to greet humans.

See, people around here automatically assume that everyone they meet is human.

Oh. Well, that's good to know.

This is Cassie. She's a neighbor of mine.

Where are the other kids? They're expecting...

-Ow! Quit shoving! -Come on out, Pete.

Just put your backpack on. Oh, Natalie. You're so cute.

Oh, hi. Sweet girl.

Here we are, now. Just checking up. Here we go.

Prettiest girl.

Oh. Big ones. Oh, my.

Oh, Chester.

Ethan? Ethan Dalloway! Now, come on.

Chester's armadillo ate a hole in my sweater.

AGGIE: Oh, Chester. I thought I told...

Never mind, never mind. Oh. Everybody...

This is Marnie, and she'll be your student adviser

-while you're in this world. -Hi.

And remember, if anybody asks where you're from, you... (STUTTERS)

-Oh, where are we from again? -Canada.

-You're all from Canada. -(WHISPERS) Better write that down.

Okay, well, hi, and welcome.

We don't really have a lot of time for introductions, but I wanna take a moment to stress how important it is that you try and blend in.

-Wish me luck. -Good luck.

Okay. Come on, guys. Let's go.

-Bye. -See you later. Good luck.

Guys, I have your school schedules here. Cassie?

Well, if you'll excuse me, I've got to go see a man about a job.


GWEN: Mother!

Mother! Mother!

-Go help your sister. -Yeah.

Knock, knock.


Mrs. Cromwell.

I've got to be honest with you, Mrs. Cromwell.

When you first contacted me this summer about enrolling nearly a dozen foreign exchange students, well, I said to myself, "There's just no way."

But here you are, paperwork done. It's like magic.

AGGIE: Oh, well. Remarkably similar.

You just have to know how to work the system, Mr. Flanagan.

Call me Phil.


What in the...

Get down! Stop that.

I mean, your bird probably wants to get down from there.


You know, the students and I are all looking forward to soaking up your culture and taking part in your customs.

You're all from Canada, right?

Oh. Certainly are.


I should probably get to class. I don't want to keep my students waiting.

If you have any problems, any problems at all, just...

My bird! It's gone!



-I hope you find your bird. -Oh, thank you. Where?

Honestly. I can't take you anywhere.


Oh, I'll let you know when Aggie's found a place for us to meet.

But in the meantime, if you have any problems, just find me or Dylan, okay?

I'm sorry, but Dylan is jumping off this welcome wagon.

AP Calculus starts in two minutes.

I have AP Calculus, too. All my classes are AP.

-Geek. -I know. He's always been kind of a...

-Oh. You mean her. -AP Art?

Wow, some things really are universal.

Um... Okay. Then, Dylan, why don't you show Natalie where those with dazzling intellects congregate?

And the rest of you, follow me. Come on.

Hey, you've got to keep up.

And lose the tail.

What are you, some power-mad hall monitor?

I saw your... Your shirt hanging. I'm sorry.

-I'm Cody. It's my first day. -Hi. I'm Marnie.

-Can I join your little tour group? -No.

It's not a tour group. It's, um, my senior project.

I'm helping a group of exchange students find their way.

-So, I'll see you around, then? -Yeah.

I'm sure. It's not a very big school, so...



So, let's open our books to chapter one.

What's she talking about? Has she ever taught in her life?

Mr. Miller? If I could have your attention.

Oh. And I had so hoped we could all be friends.

I must warn you, I have quite a little temper.


-So, chapter one. -(DOOR OPENS AND CLOSES)

Sorry I'm late.


Hi. See? I told you it was a small school.

So, now we're going to start our experiment.

Let's get our goggles on.

If we mix together the sulfur with the iron ore, it should bring a puff of smoke.




-STUDENT: Wait a second. -(WHISPERS) What are you...

I must've gotten a little help from the magic.

You know, it's not quite an exact science.

Yes, it is. It is a science.

That's why they call it Science 101. You're supposed to be here

-so this kind of thing doesn't happen. -What's a green puff of smoke, anyway?

I mean, he's a parrot. So much more exciting.


I'm sorry. I'm sorry. I'll be more careful.

I forgot this. I found us a perfect place to meet.

Thank you. Now, would you be careful? Watch that thing.


She kind of fancies herself an amateur magician.

Let me know if you're having a birthday party.

So, no other parrots?

Well, I see you've all managed your smoke.

Now, who can tell me why these elements reacted the way they did, why you got smoke and not a parrot?


Marnie, you of all people should know that things aren't always what they seem.

Hmm. This is way better than a teachers' lounge.

Can I please take this off now?

Of course, dear. You're perfectly safe in here.

Oh, and if anyone else wants to unzip, it's okay.

Oh, it's about time.

-Unzip? -Finally!



Oh, no. Things are definitely not what they seem.

How much longer do I have to wear this stupid human suit?

You guys have to remember that to most humans, you don't exist.

You're make-believe. But hopefully, over time, we can change all that.



What is that?

Oh, don't worry. It's probably just the pipes. My magic hasn't set yet.

Oh, that's it.

CASSIE: I'm already starting to make new friends.

These two cheerleaders walked past me and said...

"What are you looking at, freak?"

Isn't that sweet? I mean, they actually thought I was a freak. It was so great.

CHESTER: Oh, and when they pass out mice in biology, you're apparently not supposed to eat 'em. But...

-I had three. -(LAUGHING)

Everyone keeps saying, "Hey, what's up?" What's up where?

BOY: Yeah, I heard that, too. CHESTER: Okay, it's your turn.

-(GRUNTS) -BOY 1: Okay, Chester. It's your move.

I wish you could've been there. Today was, like, the greatest day of my whole life. Everything went so perfectly.

-I really think this is gonna work. -Was there ever any doubt?

You had an idea, you followed it through. I am so proud of you.

I just hope that someday I won't feel like I'm leading separate lives.

-You know, that I'm two different people. -Both of them equally annoying.

Oh. Do you have any unicorn milk? It helps my digestion.

I think there's some in the back of the fridge. I'll help you.

Oh. And I didn't even tell you the best part. I met a boy.

He's new. And I think he likes me.

Smart. Snag him before he has the chance to meet anyone else.




Okay. I probably deserved that.

Hello? A little help? Mildly afraid of heights.

Oh. Non-fat.

Everyone's so health-conscious.

If you had any idea how hard it is to milk a unicorn in the first place, you...


-GWEN: What's wrong, Mom? -What...


I had set it to vibrate.

Now, let's see who's calling at this late hour.

Aggie, how are you?

-Edgar, I'm fine. -And your brilliant granddaughter?

Oh, hi, Mr. Dalloway.

The first day was amazing.

Ethan and the kids are already settling in to human life.

Well, I'm not worried about my son. You know, he's such a little go-getter.

I'm just thrilled to know everything's going so well.

Yep. We won't let you down.

It's not me I'm worried about, dear. It's you and your magic.

Have there been any signs of danger?

-Oh, no, no. None whatsoever. -Mmm-mmm.

Good. Well, just remember, the hopes of all of Halloweentown are on you. (ECHOING)


What's the matter, dear?

I never knew the weight of the world could be so heavy.

Don't worry. We're gonna help you carry it.

-What did he mean by "danger"? -Was he talking about the knights?

Uh, yes, but you have nothing to worry about because there aren't any knights.

-How do we know they're really gone? -Yeah.

It's been over a thousand years. I mean, we're pretty sure they don't exist.

You mean, like we don't exist?

You know what? I can be okay with this.

You just watch me. I'll stay up here all night.

Well, I didn't exactly mean that.

Are you okay?

Oh, I'm fine, for someone who slept on the ceiling.

I said I was sorry.

Come on, guys. Keep up.

You know, you really don't need to show us where our classes are.

Well, maybe not, but everybody is counting on me, and I want to make sure that absolutely nothing goes wrong. Okay.

-Hey. -Hi.

Uh, okay. Go on ahead, guys.

You don't need me to show you where your classrooms are.

CASSIE: Didn't she just say...

-Um... So how's it going? -Not bad.

I waited around for you yesterday after school, but you kind of disappeared.

Oh, I was... I must've been at a meeting or something.

You waited for me?


I know you're really busy with your exchange program and all, but...

-(MOUTHING) -I was wondering if...

-Are you okay? -Yeah, I'm fine.

So I was wondering if...


Fine! I...

Would you excuse me for just a... I have to go.

Mid-sentence. Sure. Later, then.

So, I was wondering if you'd like to go out with me sometime.

Yeah, that was worth three hours in front of the bathroom mirror.

What is the matter with you?

Did you not see the giggling? The twisting of the hair?

Can't a girl flirt for two...

-What is that? -It's an iron dagger.

The knights' calling card. They know we're here.

They? Who's they?

They don't exist. I don't understand.

Neither do I.

It's perplexing. I mean, why the warning?

The knights weren't known for playing fair.

Well, it could just be somebody from Halloweentown, right, trying to scare us? Someone who wants the portal closed?

I don't know. But that's what we're going to find out.

And if there really are knights?

We have a lot more to lose than just our magic.


What do you know about that boy you were talking to?

Well, I don't know that much about him. I mean, he's new, and he...

Oh, no. No, there is no way he has anything to do with this.

-I can't believe you'd even say that. -(DOOR OPENS)

-Knock, knock. Is everything all right? -Fine.

It's fine, it's fine. Oh, my, my.

-My, Phil, you're soaking wet. -Phil?

This rain, it just... It just came from nowhere.

Well, remarkably similar to nowhere. Yes!

So, I should let you get to your class.


Unless, you'd like me to stay and help. 'Cause I can always help.

Maybe you could help Aggie move her things to a different room.

-Aggie? -A different room?

I'm sorry. I'm gonna have to reassign you in light of...

-Stop it! Stop! -...what happened yesterday in class.

Oh. Is this about the parrot?

Parrot? What parrot? I'm talking about the llama.

Llama? What llama?

I thought this was a progressive school.

And I'll have you know not one of my students went to sleep.

True. Though one did get a little infection when the llama spit in his eye.

I'd like you to fill in over in the history department, as a favor to me.

(CHUCKLES) How can I refuse?

-Here, just take this. -Give him to me.




MAN OVER PA: Today's varsity football practice has been canceled due to flooding on the field.

Okay. Grandma, could we please try not to draw any more attention to ourselves?

-We're trying to blend in, remember? -You don't have to worry about me.

So welcome to history.

Though "Modern Fiction" might be a more apt title.

(CHUCKLES) So, we'll start with chapter 15, "The Renaissance."


So many fond memories.

Now, the Renaissance was also called the Age of Enlightenment, and that's just because between the plague and all of the boneheads in charge refusing to write things down, people pretty much forgot everything they learned for the last 5,000 years.

And divine the ancients were, except for their breath.

So, it's always hummus this and hummus that.

Oh, but that's another topic.

It was also where we supposedly discovered the New World.


"New to whom?" is my question. Now, I don't care what it says.

Columbus did not discover America.

He couldn't find his socks, let alone a continent.



Tomorrow, somebody remind me to tell you a funny story about da Vinci.

Oh... There was a good reason the Mona Lisa was smiling.

Who knows what she's even talking about?

She came with the rest of those foreign exchange freaks.

-Talk about a bunch of losers. -GIRL: I know.


MAN OVER PA: Maintenance, please reset all classroom clocks to the correct time.

-Hey! -Hi!

Am I a fool to save you a place?

No, not a fool, but have you seen any of my kids?

Uh, no. You know, I never really see them around.

Yeah, why is that?

-Wait. There's one. -Oh.

Thank you!

And I'm really looking forward to Saturday. Okay, bye.

Hi, hi, hi. You want to go sit over here?

No, no, no, I didn't want to sit.

I was observing the eating habits of your average human.

-Oh. -Apparently you cram as much food into your mouth as possible, then start to talk.

-(BURPS) -MARNIE: Yeah, okay.

I don't know if that's all humans, but you definitely have teenage boys down.

-Boys. -She's writing a paper. Excuse us.

Let's... Let's go. Where's everybody else?

-Oh. Where they always are. -Yeah.



AGGIE: There.


Just got one question.

What are you all doing here?

We're not risking our futures so you guys can hide out in the back of a locker.

I mean, come on. You guys gotta get out there, participate.

Participate? What do you mean, participate?

-CASSIE: Yeah... -Um...


Hey, Pete, think fast.

BOY 1: Good catch, bro! BOY 2: Nice one!

Ah, see? There's no reason you shouldn't try out for the football team.

-Huh... -Try your paws instead of your mouth.

-Huh? -NATALIE: What?

No, that's really how they play.

MARNIE: Yeah, she's right.

Ooh. And, Nancy, how about the gardening club? No better gardener than a wood nymph.


And, uh, Chester, how about trying for the wrestling team, huh?

-I don't like wrestling. -Well, then what do you like?

-I like stamps. -Oh. Well, you know what?

-There's a club for that, too. -CASSIE: That's great.

You know, I always wanted to be in a play.

That's great! You know what? I think auditions are this week.

See, we're all here to make connections and celebrate common bonds.

I mean, if we're gonna do it, then let's do it right, right?

-What can I do? -You've already done enough. Trust me.

I know! All the clubs are doing a booth for the Halloween carnival.

-We should do a booth, too. -Oh. That's a wonderful idea.

If anyone can show these mortals a thing or two about Halloween...

Maybe a haunted house.

MARNIE: Ooh, that's a great idea.

Hey, Cassie, you can be in charge and give everybody a job.

Okay? So it's settled? We're all gonna sign up for something?

-Yeah! -MARNIE: Great.

I pity the knight that has to tussle with you.



Down! Set! Hike!


Yes! Go, Pete!

I come to you by that which you profess.

How ere you come to know it, answer me!

He's pretty good.

Oh. Shakespeare offered me a part in the original production.



Okay, guys, come on! Let's move.

Okay, guys, let's go! Come on, move it!

-Hey. -Hi.

Ooh. There's that witty repartee again.

AGGIE: All right, okay. Let's go, everybody. Let's go to the car!

Follow me, follow me, follow me.

Yes, yes, yes.

-BOY: No, I get the window seat! -Everybody can have a window seat.

Um... So did you want something?

You mean other than a date?

Well, shouldn't we get through our first one before...

Oh, no.

You thought this was the first date. Oh...

See, when you said Saturday, I thought you meant Saturday night.

Marnie, come on! We've got interacting and socializing to do!

Okay, I'm coming!

We're going to the mall. It's a big deal.

They don't have malls in Canada?

Um... So tonight, then?

-AGGIE: Marnie! -Tonight.

Um... She's... Okay, thanks.

-Let's go. -Wait, where did they all go?


Why does none of this surprise me?

Climb in, darling. Here we go!



Boys in the back, come on!

Okay, now, I know this may seem a little overwhelming at first.

I mean, we're definitely not in Halloweentown anymore.

But if you really want to get the full human world experience, it's important that you sample all of our customs.

And like it or not, the mall is definitely one of the most human things that...

-Who are you talking to? -I'm talking to the...



Well, I guess it doesn't matter what dimension you're from, -teenagers are teenagers. -True.

That's amazing. Are you sure you don't have this game in Halloweentown?


Oh, look, I have the second-highest score.

-Please note who's number one. -Blasterdude.


Well, not for long. I can spend all day playing this with you.

Why are your glasses fogging up?

Oh, wow!

What do you think?

That is such a cute hat.

That's so cute!




Well, yeah, he's cute, but I haven't said one intelligent thing since I met the guy.

I'm always making some lame excuse, and then just running off.

Maybe I should just tell him to forget it.

Well, so he's gonna be very disappointed.

Especially since he drove all the way here and followed you to this spot.


Marnie? I can't believe it. What are you... I had no idea.

-I mean, of all the malls in town... -This is the only mall in town.

How lucky is that?

You look fairly kid-free.

Yeah, but I really can't leave my grandmother alone.


Oh, but apparently you have no trouble leaving me alone.

-Sorry I'm late. -Mmm. See you back at the car.

I'm really liking the mall.


No wonder they're scared of us. I'm scared of us.

Aren't most werewolves vegetarians?

Yeah, but he kind of looks like my uncle Ernie.

I hope this isn't what they're expecting in our haunted house.

Well, I find it offensive. We're just a big joke.

I mean, how many green witch zombies do you know?

Once a year, they'll dress up like us and laugh.

Man, don't you just hate Halloween? It's such a freak show.


-You're the freak. -Ethan! Ethan!

What did you just call me?

So, you think that anyone who has anything to do with Halloween is a freak, huh?

I bet you think all monsters want to do is hide under people's beds.

You probably think that all vampires want to do is just suck people's blood.

Like they don't have jobs and families...

I'm warning you, you better shut it, all right?

Ethan, just back off. Come on!

So, if Halloween is just about scaring people, then why don't they make a mask out of your face?

That's it!


Why don't you pick on somebody your own size?


-What? You have to go already? -Not me, you.

It's been 15 minutes and you haven't gone running off with a crazy excuse.

I know. I'm sorry. It must seem like I'm always running off.


Oh, boy!

No, no, stay. I'm just gonna go...

It's kind of a little signal thing that they worked out for when they...

Excuse me.


What is going on?

I have no idea. I left Phil in home appliances.



Oh, my gosh. What is that?



-What happened? -I don't know.

You're a troll! You're a big pink furry troll!

-So what? -What do you mean "so what?"

So what? I never want to see you again, you stupid human, so what!

Oh, Natalie, wait!


Well, what happened? Is everybody okay?

There was a fight and this smoke came out of nowhere.

-I couldn't see anything. -It's okay. Everything's gonna be fine.

Come on, Ethan, let's go. What?

The knights. They tried...

-AGGIE: The dagger! -(GASPING)

Oh, hurry, everyone! Get back to the car. Find Natalie. Go, go! Go, go!

Hurry up! Get up, get up!

You're not that old. You can run, can't you?

That's it! Go!


In breaking news, firefighters were called to a local mall this afternoon when a mysterious purple smoke forced the evacuation...

There! Home, safe and sound.

Now you all go get cleaned up while I conjure us up some hot chocolate.

MAN ON TV: Eyewitness accounts that monsters...

I miss everything.

Authorities have yet to determine...

Yeah, I'd kind of like to know what happened today, too.

...security guard who was eating a corn dog when...

I just... It doesn't add up. I mean, the mall?

There were no knights there, and that puff of smoke.

Somebody had to have been using magic.

GWEN: Marnie! Is everybody okay?

-Everybody's fine. -DYLAN: Yeah, we're fine.

You're all good. Good. We've got an even bigger problem.

The Halloweentown council is here.

They're waiting for you upstairs in...

...your room.

Uh, wow!

You guys should do one of those home makeover shows. You know, the bed...

I really like what you did with my bedroom.


Would now be a good time to beg for mercy?

Now, Marnie, I'm so sorry...

No, no, no. Begging for mercy is exactly what she should be doing.

It was her callous disregard for our children's safety...

-Order! -Honestly, Dalloway.

-Your own son was attacked, so... -I'll ask the questions.

Marnie, why didn't you contact us after the first threat at the school?

Perhaps we could've done something.

She thought we were going to take her precious magic away.

She cares more about the Cromwell magic than she does our own children's lives!


I thought the threat had come from Halloweentown.

That someone here was trying to scare us into getting what they wanted.

Our magic and the portal sealed.

I offer a compromise. We end the program, shut down the portal.

No, you can't do that!

And you and your family can keep your precious magic.

Marnie, considering everything that's happened, I think that's a very generous offer.

We may never get this opportunity again...

Listen, you little halfling! Just because your father was a wretched human...

-Humans never change!

-EDGAR: Order! Order! -(GAVEL BANGING)

-I'm beginning to agree! -EDGAR: Enough!


You said I have my magic until midnight on Halloween, right?

Well, I intend to use every ounce of my power and every second of time to prove to you that you are wrong about humans.

So you know what? Meeting adjourned!



I had a chance to save our magic.

But now that you're thinking clearer...

Would you have done it any differently?


More hot chocolate?

GWEN: Don't you just love marshmallow spiders?


Remind me again why I don't like to use magic.

Oh, honey bun.

Okay, enough wallowing.

-You've still got charges to take care of. -What, there're kids still here?

I would've thought after this afternoon they all would've gone back to Halloweentown.

No. Some of them are just as stubborn as you are.


PETE: Did you see the way... AGGIE: I think I'm going to turn in.

Grandma, I...

It wasn't yours to bet in the first place, and then they offered to let us keep it.

Ooh! Ooh!


-Hey. -Hey.

Thought you guys would've had the good enough sense to go home.

Yeah, I tried, but my dad... We'd never abandon you.

We were there. There weren't any knights.

-Yeah, they were just a couple of punks. -And most of it was our fault.

This... This wasn't my fault.

Look, if we all just stick together, we'll figure out what's going on.

Yeah, good luck. We only have till next week.

We are so gonna do this.

If you don't start talking to me, we're definitely gonna lose our magic.

Fine. But what am I supposed to do?

Everyone suddenly looks suspicious to me.

-Oh, well, not everyone. Good morning! -Aggie!

You are nothing but a little flirt, you know that?

I know.

-Hello. -Aggie, can I talk to you?

Of course. What's the problem?

I don't quite know how to say this, but I think that history may not be the best place for you.

Oh. But I love history.

I try and bring it to life every time.

Well, actually, that's part of the problem.

Parents have been complaining about, well, some of your teaching methods.


It's just this old briefcase.

It keeps coming open and snapping closed on things.

-I guess I'll just have to replace it. -Yeah.

-Oh, can I help you sew that back on? -Well, yes.


I said I was sorry, like, 12 to the ninth power times.

It was such a shock. I'm just used to you looking all cute, and well, you know, I...

Here's a newsflash for you. I don't think I look better this way.


I'm all pale and hairless. It's gross.

Well, you're normally a big pink puffball.

I know! People back home think I'm beautiful. I'm a junior miss!

Wait, then you must think I'm...

One of the ugliest creatures I've ever laid my eyes on, but I thought you were sweet and nice. That's all that mattered.

-Wait, you think I'm funny-looking? -Ooh, talk about being the last to know.

It's okay.

Marnie, Marnie, Marnie!

Come quick! Come quick! Come quick!

-What? -(BELL RINGS)

Girls, stop! No running in the hallway!

Somebody really wanted to get inside.


Doesn't look like anybody was in here except for us.

MARNIE: I don't get it.

What's the matter?

It's good that nobody got in here, right?

I guess, but...

I mean, if we were dealing with somebody from Halloweentown, they wouldn't have had to smash their way in.

So, maybe we really are dealing with somebody from this world.

I have to talk to Grandma.

Well, wait. What do you want me to do?

Just stay here. You'll be safe.



Marnie, are you still here?


Let's choose up sides, and then we can play our little...

-What's this called again? -Basketball.

Oh, basketball!

All right, let's go. Just hit it, boys. Hit it, hit it, hit it, hit it.



-Why must you be so difficult? -As if any of this is my fault.

Oh. Well, you know what? I'm guessing the only reason they even know we're here is because you can't go two seconds without turning someone into a lamppost.

One time.

And I don't think a little harmless magic told them the location of our clubhouse, but if there's one thing I can do, it's keep a secret.

Oh, and what is that supposed to mean?

I know you didn't do it on purpose, but maybe you just said a little something to your little friend.

Oh, my little friend?

You know what? Now that you mention it, the other day in homeroom I was, like, ''Hey, Cody, guess what? I'm a witch and I have a secret clubhouse.''

Well, I just think it's a little odd, you know.

I mean, first of all he shows up at the school on the same day, then he comes to our house and then the mall.

Oh. Whoa, whoa, wait. You think it's odd that he likes me?

I didn't say that, but we have to be open to the possibilities.

There's no possibility. You know why?

-'Cause I'm done talking to you. -Good, because I'm through listening.

-Fine! -Hmm.


Come, boys! Come here.


Calm down. It's just me.

-Sorry. -So?


So what is going on?

I think you owe me at least some sort of explanation.

I mean, the mall. What was that? And then you stood me up.

I'm sorry about all of it. I just... I can't...

And what the heck's in that mysterious locker of yours?

You know about the locker?

Yeah. I saw the note that your grandma gave you on the first day.

(CHUCKLES) Aggie was right.

I can't believe it. I don't know what game you're trying to play, but I'm warning you, you better knock it off, now.

Hey, don't worry.

The only thing I was trying to do was get to know you better.

I like you.

Didn't know that was a crime.


Hello? Is anybody here? Hello?


Cassie? Cassie!



Oh, no.

Where are you? Oh.

-Poor Cassie. -I can't believe they got her.

Do you think they're gonna come after us next?

No, you have nothing to worry about.

How can you say that?

-Because you're all going home. -What?

No, I don't want to risk this happening to anybody else.

You're all going home, even if it means losing my magic, then...


Oh. Don't pack your broomsticks just yet.

Grandma! I was beginning to think you had disappeared, too.

Oh, no. I was doing a little investigating and I needed your mother's help.

GWEN: Aggie put a spell on the clubhouse.

Something I remembered from the Dark Days.

It's a spell to prevent humans from crossing the threshold.

We checked the clubhouse and the spell hasn't been broken.

Wait. So that means that somebody from Halloweentown was definitely responsible.

Or it could just mean that it's one of us.

Ow. Well, it could!

So no one is going back to Halloweentown just yet.

We all have to try and stick together, all of us, even though one of us is a pigheaded old woman who can't stop using magic for two seconds.

Or if one of us is in over her head and says stupid, selfish things because she's scared and frustrated.

We definitely have to stick together.

Oh, Grandma, I love you.

Do you ever get the feeling you missed something?

All the time. I'm the mother of teenagers.

We still have to send for help.

Our first priority has to be to find Cassie.

-If there's any of her left to find. -Dylan!

I wouldn't worry too much about Cassie. Witches, even young, are pretty tough, you know...

There's only one thing strong enough to hold them.

-A witch's glass. -Do any of you have one?

Ethan has one. He uses it to call his dad all the time.

-Go get it. -Wait, don't you have one?

I think I see something going by the window.

Hmm. Eyes in the back of her head.

Explains why I never got away with anything growing up.

I just saw it, too.

Hmm. Which explains why we never got away with anything.

Keep talking. Just...






We've got a problem. Uh...


-Oh, Cody. -Is he a knight?

No, he's just a big idiot that keeps trying to be my prince.

Oh, he brought me flowers. Oh, Mom, how could you?

I'm so sorry. But you know, he should wake up soon-ish. Sorta.

-CASSIE: Hey! -What are you doing in there?

What do you mean what am I doing here? Somebody put me in here.

-Now get me out! -I can't.

-Ethan, what is going on? -I don't know.


Come in.

Everything all right?


I know you and Cassie were good friends, but try not to worry too much.

I'm sure she's gonna be just fine... wherever she is.

Hmm. What?

Oh, uh...

Oh, right, wherever.

That's it...

-Good night. -Good night. Sweet dreams.




Come in.

Hi, Grandma. Is everyone in bed?

Oh. Almost everyone. Are you gonna go out?

Yes. Cody should be waking up soon, so I thought I should take him home.

Want to borrow my car?

Oh, no, that's okay. I have my own method of transportation.


-See ya later. -See you later.

More like me every day.



-Hmm. -What happened?

Um... Let's just say there was a little mix-up, but thanks for the flowers.

Oh, sure.

I have the worst taste in my mouth.

Oh, that's magic. It tastes awful.

What are you talking about?

Cody... I'm a witch.




I was kinda hoping you'd do that.

I'm... I'm dreaming. I'm hallucinating.

-Actually, it's called hovering. -What? So you really are a...

Which explains all the stuff at school and why you're always disappearing.

Ah, yes. I just learned how to do that, actually. Level two.

What? How? Why? Where are you from?

Hey, we have a lot of time for questions.

Right now, let's just have some fun, okay?

Hold on!






Yeah, still rides like a charm.


-Yeah, that's something. -Whoo!


Where's my dad?

He isn't here yet.

Must you always travel with that stupid door?

What if somebody sees you?

What if someone had seen you drawing an iron dagger at your little school?

Some things are just worth taking the risk.

What is this? Did you do this to Cassie?

What, no hug for your old man?

(CHUCKLES) Yes, unfortunate, but necessary.

You have a girl trapped in there?

Hey, knock it off. Mr. Flanagan?

Yes. For centuries, my family has been keeping a vigil, a vigil to ensure that our world remains pure of the magical.

I'm the last remaining descendant of a noble order.

Oh, please. You wouldn't have even known that the Knights of the Iron Dagger existed if I hadn't found you and told you.

But I'm still a knight, right?

Yes, of course. All hail.

Dad, how could you? She's my friend.

You didn't seem too worried about your friends when you stirred up that trouble at the mall or plunged the dagger into the pumpkin.

You're lucky that I was there to give you some cover. It's pathetic. How long...


But you are such a good boy.

Did everything you were told. I...

You said no one was gonna get hurt.

You said they would just give up.

-You said that... -Yes, I know what I said.

But when the good people of Halloweentown realize that humans have not changed, that they are still these lying, backward, wretched creatures...

No offense.

Then they'll understand that this portal must be closed permanently.

A separate world for freaks? (SCOFFS)

I'm all for it.

Nothing's going to stop us now.

The Cromwells will stop you.

No, not without their magic, they won't.

And at midnight on Halloween...

The Cromwell magic is going to be mine.


Well, if you're right, whoever is behind all this won't stop until they prove to the council that we failed.

And we won't fail.

There's nothing that Cromwell women can't do if they set their minds to it.

We all know what we have to do?

I think so.

Then we better get started.

Wish me luck finding Cassie.

It's very important that we keep our eyes open and that we're aware of our surroundings.

Aggie, I am so sorry about...

Oh, shoot. Being reassigned again.

Honestly, these kids are so whiny.

So he lost an ear. It's not like it won't grow back.

No, you're doing just fine, though I hadn't heard about the ear.

No, I'm just sorry that we're not gonna have your haunted house in our carnival.

Why wouldn't we be doing our haunted house?

I mean, we're actually going there right now.

Oh. Well, I just thought with so many of your students going back to Canada...

I can't wait.

Being aware of my surroundings as I am, that seemed highly suspicious.

-What, Phil? -Mmm-hmm.

Oh, no. I can't believe you'd suspect him.

Honestly, Marnie. He's not... He's...

I hate paybacks.


You just don't want me to be happy. (EXHALES)

MARNIE: Somebody really lost an ear? Who is it?


WOMAN OVER INTERCOM: Mr. Flanagan, you're needed in the front office.

I'll be right in.



Okay, I'm thinking that the haunted house just isn't such a good idea.

I mean, everybody else just set up booths and they're already done.

(CLEARS THROAT) Need I remind you I'm a witch?

-Oh. -Hmm.

Look, hardhats, everyone.

-Come on, let's get out of here! -(CHANTING)

Marnie. Hey.

Hi! Hey. How's it going?

You tell me. I think I had this really crazy dream last night where you and I were flying...

DYLAN: Marnie!

What? Oh. Sorry.


BOY: Oh, my gosh!

-You told me that you were a... -Come on, let's go.

-NATALIE: Thanks, Marnie. -Yeah, no problem.

BOY: Ah!

Check that out, man.

What did I say I was?

You said you were a... How...

You really are a witch.

It wasn't a dream.

No, it wasn't a dream. Is there a problem?


I don't think so.

Still in the processing stage.


-You're the good kind, right? -Yes, definitely the good kind.


-What? -The walls keep dissolving.


You know, I can conjure floors for days, but walls, they're tricky.

Um, I should go. We'll talk later?

-Yeah. -okay.

-Where did that... -I...


Why did you do that?

Hey! Open the door!


Here's that bag of yours.

I feel like such a fool. He is a knight.

You're not a fool. A flirt, maybe, but not a fool.

Well, at least we know.

Don't worry about me. I'll be fine.

DYLAN: Okay, guys, listen up. I've got it all figured out.

I'm gonna go check on Dylan.

DYLAN: ...greatest haunted house ever, I'm telling you.

This is gonna be really cool.

We'll make it super-scary with buckets and buckets of fake blood.

It's gonna be scary, right?

-Um... -Come on, it's a haunted house.

But isn't the point to try and get people to like us?

I'm tired of people being scared of us.

Yeah, you know what? So am I.

DYLAN: Whoever heard of a haunted house without buckets of fake blood?


MARNIE: What is that? DYLAN: I have a sensitive...


I just want to say that I expected more of you.

Where did you get this? How...

I hope that you know that the men you're trying to emulate, the men that originally wore those rings, they were bigoted, hideous, evil human beings.

And to be honest, I'm a little surprised that it fits.






Happy Halloween.






It's almost midnight. Maybe they won't try anything.

No. This is as important to them as it is to us, only we have a lot more to lose. Just be ready.

Oh. Watch your step.

Have fun. Enjoy yourselves.

Okay, that was the worst haunted house I've ever seen.

The ghosts didn't even go, "boo."

I know.

"Boo"? How many ghosts do you know that say "boo"?

People are laughing.

"Dances with Werewolves"? "The Monster Tea Party"?

There's not even a gross-out factor. They're eating chocolate-chip cookies!

Can't we at least have mealy worms crawling out of them or something?

My mom makes the best oatmeal mealy worm cookies.

Happy Halloween! Anyone care to hear about the positive contributions trolls have made to society?

CHESTER: Welcome to the Halloween Wax Museum.

See the ogres picnicking in their natural setting.

Excuse me, would you like to see the...

Whoa. Okay, now, that was pretty cool.

Yeah. That was the best thing in here.

Seems to me this haunted house could use a little excitement.



What's goin' on?

Okay, don't run. It'll be okay.




Dad, no!

That's okay. Come with me.

MARNIE: Oh, what?

Oh, my, let's go. This is what we've been waiting for.





Let me go! Let me go!





Oh. What did I do?



MARNIE: Grandma, what's going on?

Oh, my. Oh.

Oh, oh!






-Marnie, Marnie, Marnie! -Grandma!

What's happening? Why are you using your magic this way?

No, Cody, it's not what you think.

I thought you said you were the good kind.

I am! I don't know what's wrong! You have to believe me.

Grandma, it's not working!



Be gone!






PHIL: Did you see that?

Did you see what they did? They tried to destroy us.

No! That's not true...

-You saw it! -ALL: Yeah!

They caused everything!

They are witches and monsters and freaks!

No! We're your friends!

If we don't drive them back to where they came from, they will destroy us!

We're trying to help you! Come on, I've known most of you since the first grade!

-Marnie, it's almost midnight. -Hey, it's us or them!

ALL: Yeah!

Who's it gonna be?

ALL: Them!


Go get 'em!

ALL: Yeah!



-Grandma, you've got to do something. -(BANGING ON DOOR)

Don't you know a spell to get us out of here?

I'm afraid the time for spells is over.

I was right!

You are responsible for all of this.

I can't take all the credit.

NATALIE: Ethan? EDGAR: Marnie, it seems your little experiment has come to an end. It's time to pay up.

No! No, you can't take our magic. Humans have changed.

No one was threatening us until you showed up.

That's just because they never got to know the real you.

And now that they do, you Cromwells don't deserve magic.

Now your magic is mine.



Our magic!


CODY: Marnie!

He... Took my magic.


Aggie! Is she hurt?

(LAUGHS) What do you care? You're the one who offered her up to an angry mob.



I'm staying.

Ah. A disappointment right to the very end.

Well, then this is goodbye to all of you.


This doorway linking our two worlds should never have existed.

And now, with my newfound powers, I can make sure that it never will again.

No! He can't do that! Somebody's gotta stop him!

Halloweentown... It's gone!

ALL: Yeah!

What is the matter with you people? Marnie is your friend.

So she's different.

Now that she's lost her magic, are you gonna like her again?

I kept thinking that we needed to fit in, but how do you know if someone truly cares about you if you don't show them who you really are?

BOY 1: Okay.



I'm really a werewolf.

BOY 2: Sweet!


BOY 3: That is so freaky!

I'm an ogre. With a little bit of forest giant on my mother's side.

BOY 4: What on Earth?

-(ALL GASP) -And I'm a troll.

I'm just going through an awkward stage.

This is all there is. Sorry.


And these are the people you want destroyed?

-Sure, they look different, but... -GIRL: Yeah, they do.

...are they really any different on the inside?

I don't know what werewolves are like inside, but Pete's the best halfback we've ever had!

-Natalie's president of the science club. -Uh... Co-president.

PHIL: You know what?

You were right, Aggie.

This never really fit.

See? Humans really have changed.

Now, has everybody seen everything that they need to see in the witch's glass?

Ooh. Welcome back.

-Cassie! -Gwen rescued me!

It took some time, but I finally found the right witch's glass.

What is going on?

You forgot that witches' glasses, while excellent for imprisoning witches, are also good for communicating between the worlds.

And I believe that all of Halloweentown just saw that humans have changed.

Which means...


You can't do this to me! I won't let you get away with this!

But we will.

EDGAR: No, no, you don't understand.

I was doing this for the good of Halloweentown. You see, humans...

Are apparently much more accepting than you led us to believe.

If they're willing to give us a chance, then we should be willing to return the favor.

-We did it. -EDGAR: No!

No! I absolutely forbid it!

Then we'll consider this your resignation.

Let me outta here!

I'll deal with you later!

Oh, but right now we still have to put on the haunted house, right?

ALL: Yeah!

Happy Halloween!

ALL: Happy Halloween!





Come on, guys!

All right! Whoo! Yeah!

-I'm really sorry I... -No, no, I'm sorry.

I would have acted the same way if things were reversed.

I just never met a girl like you before.

We have so much in common, and I like being with you.

I feel the same way.

No, I'm sorry. It's just too gross!

-(SIGHS) Thank goodness. Friends? -Friends.

I, uh...

I certainly hope I can convince you to stay on at the school.

Oh. Well, I don't know.

-We'd have to make a few changes. -Changes?

Something has to be done about the athletic department.

I mean, really, who ever heard of field hockey without flying monkeys?


Mother, have you seen Marnie anywhere?

Oh, sure.

She's just hanging around somewhere.