The villains looked to each other, nodded, and started to sneak off backstage after the lights were dimmed for the cartoon. Forte lowered himself too, but came to Cherry's table and grabbed her out of her seat under the table and put his finger to her mouth to shush her.

Cherry got him off of her. "A warning would've been nice!" she whispered sharply to him.

"I know, but they're on the move now." Forte whispered to her.

"Really?" Cherry lifted the tablecloth a little and saw that Cruella, Captain Hook, Jafar, Iago, and Ursula were missing. "How do you suppose we fix this then?" she looked at the court composer.

"We have to stop them from accomplishing Jafar's plan." Forte said.

"Who is we?" Cherry sounded not interested and cynical as always.

"Don't you want to help stop them from taking over?" Forte asked.

Cherry shrugged. "Guess it beats sitting around doing nothing."

"Exactly, just follow my lead..." Forte told her. "I thought you loved Halloween."

"I'm a hard person to please..." Cherry snootily shut her eyes.

"I know." Forte said before making his way to the backstage with Cherry.

Cherry followed, carefully and quietly.

Forte snaked behind her, putting his hand on her shoulder. "I'm sorry about this, Cerise."

"What?" Cherry looked to him.

Forte snapped his fingers so she would be under his control now.

"Yes, Maestro Forte, what can I do for you?" Cherry droned, now hypnotized.

"Forte, why is Cherry under your control?" Patch asked after noticing it.

"Shh..." Forte shushed him.

Patch put his paw to his mouth.

"We're going to help try to stop Jafar's plan, we just have to keep the truth under wraps." Forte bent down to the puppy's height and lifted his ear to tell him the details.

"Oh, okay." Patch smiled quietly.

Cherry looked mindless and looked around as her eyes were now bright green.

"Did you have to hypnotize her?" Patch asked.

"It was the only way to get her to do what I would want." Forte folded his arms slightly. He then heard footsteps and hid Patch behind his arms, holding the puppy securely as one of his fellow villains walked over to them.

"That was close." Patch whispered.

"Ah, Maestro, so good to see you..." Ursula let one of her tentacles touch his face.

Forte grimaced, trying to ignore the tentacle. "Evening, Ursula..."

"Oh, you brought a hostage, have you?" Ursula smirked as she put her hands together down to Cherry, unaware that she had been controlled by Forte.

"Yes... Cerise is my hostage and she's going to help us bring down the House of Mouse," Forte informed, lying though. "Isn't that right, Cerise?"

Cherry shut her eyes, shook her head, then looked angry. "Down with Mickey Mouse!" she proclaimed evilly.

"Such an obedient girl." Ursula smiled evilly.

"She was taught by the best..." Forte patted Cherry on her head.

"How much longer?" Patch whispered.

Forte struggled to keep Patch in his grip.

"Just a few more minutes..." Ursula laughed as she went off.

Forte then accidentally dropped Patch, unable to carry him any longer. Patch began to sneak away, trying to not get caught by Ursula. Forte whispered good luck to Patch, but unfortunately, Ursula had caught him by one of her tentacles, but she was surprised as he now began to use his strength.

"GET OVER HERE!" Ursula demanded, trying to trap him.

"Sorry, sister, but you're gonna have to do a lot better than that to get me!" Patch laughed as he freed himself.

Ursula glared at him, but then saw that Patch had gotten to Atticus's side, telling her he was his pet. "Don't get comfortable, Puppy..." she cackled. "Atticus won't seem like himself in a little while."

"Atticus, thank goodness you're okay!" Patch sounded relieved.

"I assure you, Patch, I will never change." Atticus said.

Chernabog knew that Patch would be a problem, but if he could get both Atticus and Patch to drink the potion then they would both be on their side. The cartoon was nearly over, once it would be finished, it would strike midnight.

"Uh-oh, it's almost midnight." Patch said, very worried.

"I'm having Cinderella flashbacks..." Atticus shook, unaware of the incoming danger. "Don't worry, if anyone tries anything, they have to answer to me!"

"They'll have to answer to both of us." Patch said.

"That's my puppy." Atticus chuckled proudly.

Patch smiled back to him.

The cartoon ended with Donald and the gorilla crying from the grenade filled with tear gas that the nephews launched for the gorilla.

"That was hilarious." Darla said.

Dot was still laughing, even holding her tiny body.

"That was a good one." Mo agreed.

Amber smiled. Even the hyenas from Pride Rock loved the cartoon. Their laughter was going to be cut short however.

"It's midnight!" Jafar called.

Ursula grabbed Minnie by one of her tentacles.

"Sorry, Minnie, but we don't wanna be dull villains on Halloween." Jafar smirked.

Minnie struggled to get free, but was unable to. Jafar then signaled Captain Hook who got the message and went off to signal to Cruella. Cruella gave a thumb's up with a malicious smile and her other hand over the power switch.

"Okay, everybody, now it's time for a change of pace." Mickey announced.

"Light's out!" Cruella grinned as she shut the lights out, shocking the crowd.

"What's going on with the lights?" Atticus asked.

Mickey looked around to try to find the source of the light's being switched off.

"Right you are, Mickey!" Forte came behind the mouse, startling him.

"It's Halloween, you know," Jafar smirked. "And with just the right tough..."

Music suddenly came on, leading up to a villain song.

"Oh, no," Patch said. "Come on, Atticus, we have to stop this!"

"Come on!" Atticus told his puppy.

Atticus and Patch were going, but then Chernabog jumped in front of them and grabbed them in his hand, laughing at them.

"Let us go!" Atticus grunted as they tried to break free.

"How come we can't break free?" Patch asked.

"Aww... What's the matter?" Chernabog asked them softly, but still had his vile grin. "I thought you liked to party with the big boys!"

Cherry looked menacing as she held her cards in her hand and waved her wand.

"Let me see that..." Jafar took Cherry's toy magic wand and decided to hex it, then gave it back. "Here you go."

Cherry grinned, she then waved her magic wand and it could do actual magic this time and it made her laugh evilly at the chaos.

"Uh-oh, Cherry, snap out of it!" Darla screamed.

"Sorry about this, Cherry." Lucky said before biting on her right leg.

Cherry growled in pain, she then yelled out and grinned wickedly to him about to grab him. Lucky yelled out and ran off to avoid her.

"Get back here, dumb mutt!" Cherry grabbed her wand and chased him.

"I thought that would break the trance!" Lucky cried out while running away from her.

"You thought WRONG!" Cherry laughed as she zapped her wand to hit him. "Time for you to change your name to 'Unlucky'!"

But unfortunately for her, the hit didn't hit him, but just missed. Cherry growled as she gripped onto her wand. Cruella released hitch-hiking ghosts from a prop box. Captain Hook carried Mickey by his hook while Ursula had Minnie still in her tentacles. Darla, Amber, and Dot tried to run off as the villains were taking over the House of Mouse. But they didn't get far as Gaston had stopped them from going anywhere. The three girls screamed and held each other. Jafar raised his snake staff as he made the clock tick to midnight and gave the club an evil makeover.

"The House of Mouse is history!" Ursula laughed with her fellow bad guys.

Atticus and Patch continued to try to break free from Chernabog's grip. Ghosts and vampire bats filled the house as the villains took over.

Mo rushed to do something, but she stopped as soon as she saw the evil cats she and her dogs hated, Si and Am. "Get outta my way, fur faces!"

"No, this is what you get for always tormenting us!" Si and Am glared.

"Oh, come on, it was just harmless pranks..." Mo shrugged.

Si and Am screeched and started to attack her worse than they ever did to Lady when Junior was first born and Aunt Sarah was asked to look after her. Mo screamed from the impacts, wishing Angel was there.

"Well, look who's here..." a familiar female voice said as Atticus still struggled.

"Just another face in the crowd..." the other female voice said.

It was Anastasia and Drizella, Cinderella's step-sisters.

"Oh, great, it's Drizella and wait, Anastasia? I thought you had changed?" Atticus asked.

"Some things change, some things don't!" Anastasia laughed wickedly.

Drizella cringed slightly, finding Anastasia's evil laugh to be quite annoying, but kept an evil smile on Atticus. "This'll show you for helping Cinderella at the Ball!"

The step-mother came over to her daughters, smiling evilly while hiding something. Atticus still struggled to get free, not understanding why he or Patch couldn't. Mo was withering on the floor while Si and Am managed to take her down and they nuzzled against each other, purring together. Maleficent saw Chernabog, she turned into her dragon form and joined by his side.

"Love yer work." the big bad wolf told her.

Kaa was trying to hypnotize Minnie.

"Minnie, don't look into his eyes!" Atticus told her.

Minnie tried her very best to avoid the snake's hypnotic gaze. Even the Queen of Hearts was there with her card army.

"Whose bright idea was it to bring all of the Disney villains here?" Patch asked.

"Whoever it was, I'm gonna have a few choice words with them..." Mo groaned. "Owch..."

"OFF WITH THEIR HEADS!" the Queen of Hearts called as she stood behind a panicked Belle, Aurora, and Cinderella.

Mickey and Minnie were being kicked out of the House of Mouse and the House of Mouse now became the House of Villains.

"Hey, you stupid cats, leave my girlfriend alone!" Atticus glared Si and Am.

Si and Am screeched and hissed at him.

"Ah, SHUT UP!" Cherry slapped Atticus in the face, not caring if it hurt her hand.

"Cherry!" Atticus gaped at her. "How could you betray us like this?"

"You snooze, you lose, Geek Detective!" Cherry scoffed.

"Forte, release for your control now!" Patch growled.

"Who says I'm in control?" Cherry grinned maliciously.

"What?" Atticus and Patch asked her.

Cherry grinned to Forte. "I was never under YOUR control!" she pointed to him. "I got over that eons ago!"

"Cherry, I know you wouldn't turn evil!" Mo argued. "Stop it!"

"Get them out of here!" Cherry told the villains on full command. "Only evil is allowed in here!"

The villains did like her moxie, but saw her something useless and decided to throw her out as well with the others, minus Atticus and Patch.

Cherry blinked as she was thrown out. "HEY!" she rushed back to the doors, but they shut on her and the card guards stood in front of the doors to keep anyone good on the outside.

Mickey and Minnie frowned as they were kicked out of their own club and they now feared the worst. Before anything else, Jafar snapped his fingers and the hex was taken off Cherry and her wand, no longer finding any use for her.

Cherry did not change after the cue from Jafar, but her wand did return to being an ordinary prop. "Well... At least I'm a good actress..."

"What're you talking about?" Mickey asked.

"I was acting..." Cherry chuckled nervously. "I thought maybe if I acted like a villain, I could find a way to stop this whole mess."

"Well, it almost worked just a little too much." Amber said.

"Wait, where are Atticus and Patch?" Mo asked.

"They must still be in there!" Darla cried as she leaned against the doors, trying to see what was happening.

Jafar was coming on stage as Chernabog still had Atticus and Patch in his hands.

"We gotta stop them!" Mickey was still determined.

"Yeah, before they do whatever they're planning on doing to them." Lucky said.

"Well, I'm going in!" Mickey insisted. "Who's going with me?"

"I am!" Lucky narrowed his eyes. "Besides, Patch is there and I need to be with my boy! Erm... Good young friend!"

Donald and Goofy also volunteered.

"I'm going in there too." Mo narrowed her eyes.

Cherry gave thumb's up of luck while she decided to look after Dot, Darla, and Amber.