When Ms Frizzle and her class rode through the forest with the dogs searching for the Radcliffes, they came across the same castle they entered last night.
"Wow. What is this place?" asked Tim.
The class and dogs exit out of the bus. Phoebe gasped and walked up to the gate, picking up something.
"It's a piece of Anita's skirt!" cried Phoebe.
"They must be here then," Pongo said to Perdita.
"We must go in," said Wanda.

Inside the castle, Donatello and Bart were arguing about the incident that happened two chapters ago.
"You really had to invite them, didn't you Bart?" asked Donatello sarcastically. "Give them tea, let them sit in the master's couch and pet his tiger."
"Well sorr-ee for being nice," said Bart.
Suddenly, Phoebe and her class came into the foyer.
"Hello, is anyone here?" asked Phoebe.

Meanwhile in the kitchen, Smurfette and the other Smurfs were cleaning dishes. Cody ran (or hopped) into the kitchen with some news.
"Hey Smurfs, there's a class and two dogs in the castle!" cried Cody.
Smurfette bluntly replied with, "Now Cody, now is not the time to smurf wild stories."
Cody then said, "No, I'm serious."
"I hate news," said Grouchy Smurf.
Just then, another creature came into the room excited. It's a swan with black hair and a pink dress. Her name was Jessica Lovejoy, the maid.
"Smurfs! I just saw a girl in the castle!" said Jessica, "I would show you!"
"See?" said Cody with a smug grin.

Bart and Donatello didn't notice because Donatello kept insulting Bart.
"Irresponsible, stupid, bird brained..." said Donatello. Bart made a hand puppet and mocked what the turtle was saying to him as the raven was crossing his eyes.
"Mr and Mrs Radcliffe?" a voice called out.
"Did you see that?" Bart asked Donatello. The two then saw Ms Frizzles class and the dalmatians go down a corridor. Arnold was hiding behind Wanda, Carlos and DA were holding hands, as were Keesha and Ralphie. Bart cried, "It's a girl!"
"Which one? There are four girls and one woman," said Donatello.
"Let's see, the Asian girl is taken because that red head boy is hiding behind her, the blonde girl and African American girl are taken because they're both holding hands with two other boys, but the girl in a red jumper..." Bart then got very excited and said, "That's it! She's the one who can break the spell!"
Bart flew over to the class as Donatello gave chase yelling, "Hey, Come back here bird boy!"

Bart and Don go to a door the class had passed and open it. It leads to a tower. Don hid behind the door and Bart began running up the stairs. This caught the class' attention.
"Hello? Anyone there?" asked Phoebe. She then heard Bart flapping up the stairs.
"Hey, there's some stairs," said Keesha, as she pointed to the aformentioned stairs. The class and dogs went up the stairs. Phoebe heard something and said, "Wait! We're looking for my uncle and aunt!" Don poked his head out from behind the door and saw the class running up to where the prisoner is being kept.

When they reach the top of the tower, they try to find the person they heard. Bart hid behind a pillar.
"Weird. He just disappeared," said Dorothy Ann.
"Is anyone here?" asked Phoebe.
"Phoebe?"
Phoebe looks shocked. It's her uncle's voice! She hears it from a nearby prison door. She and her friends ran over to it, and the figures are indeed Roger and Anita.
Anita poked out her head and said, "How did you find us?"
Phoebe felt Anita's hands and said, "Oh dear, Anita. Your hands are like ice!"
Roger coughs a bit.
"And Mr Radcliffe is sick," added Carlos.
"We have to get you both out of here," said Wanda.
"No! Phoebe, your class, the dogs, and you should leave this place immediately!" said Roger.
"Who did this to you?" asked Phoebe.
"Please, there is no time! You got to go, now!" said Anita.
"We won't leave you!" said Ralphie.
Suddenly, a furry black arm came out of nowhere and pulled the group away from the door.
"What are you all doing here?" It was Matt, the one who seized Roger and Anita last night.
"Who are you?" asked Phoebe, who was somewhat afraid. It was dark, so she didn't know who she was talking to.
"I am Yamato Ishida. The owner of this castle," said Matt.
"We've come for Roger and Anita," said Keesha. "You have to let them go! They're very sick!"
"Then they shouldn't have trespassed here!"
"They would die! We'll do anything if you agree to let them go!" said Arnold.
"None of you can do anything. They're my prisoners now!" said Matt as he was leaving the room.
"There must be something we could do," said Tim as he began to think.
However, Phoebe was thinking harder than Tim because she thought of an idea that she might regret thinking of.
"Wait!" cried Phoebe. Matt stopped to look at her. Phoebe looked over at her uncle and aunt and said, "Take ME instead."
"You?" asked Matt in a tone that was a combination of anger and disbelief. However, Matt ponders this for a moment. He then calmed himself down and asked Phoebe, "You want to take their place?"
"Phoebe, what are you doing?" asked Arnold.
"The only thing I can do for my uncle and aunt," replied Phoebe.
"Phoebe, don't! Think about what you're doing!" cried Roger from his prison cell.
"If I do, will you let them go?" asked Phoebe.
"Yes," replied Matt. "But, you must promise to stay her for eternity."
Phoebe ponders this. If she stays, then she will never see her family and friends ever again. Then again, it's for her uncle and aunt's sake. Phoebe then frowns.
"Can you please come into the light? I want to know who I'm talking too," said Phoebe. Matt didn't respond at first, but he relented and came into the light, revealing himself to everyone. The class gasped as Phoebe turned away.
"Phoebe, are you sure you want to do this?" asked Dorothy Ann in concern.
"Phoebe, please! We won't let you do this!" cried Anita.
Phoebe then turned to Matt with her eyes closed and said, "You have my word."
"Deal," snarled Matt. He then stormed over to Roger and Anita's cell and opened the door. Pongo then said, "We better follow our masters and help them."
"That's a good idea," said Perdita. Phoebe then fell down to her knees, regretting what she had said. Pongo and Perdita gave Phoebe on last lick before leaving with their owners.
"Phoebe! We're both older than you! We've lived our lives!" cried Roger as he and Anita are being dragged off by Matt.
"Hey, wait!" cried Wanda in alarm.
"Phoebe!" cried Anita as she and her husband are being dragged off, with their dogs following them.
"Wait!" cried Phoebe, but Matt didn't listen and just continued storming off.

Outside, Matt dragged the Radcliffes out to a tank engine named Thomas.
"Please spare our niece!" the Radcliffes said in unison.
Matt ignored them and threw them into Annie the coach. Matt yelled, "Forget it! She isn't your concern anymore!"
Pongo and Perdita hopped onto the coach as well.
Matt then turned to Thomas and said, "Take them to the village and leave them there!"
As Thomas sped off with the Radcliffes and Dalmatians inside, Ms Frizzle's class watched from the tower. Phoebe buried herself in her arms and cried heavily.

Matt reentered the tower. Along the way he met Bart.
"Hey master Yamato?" asked Bart.
"What?" snapped Matt.
"Since Phoebe is staying here, maybe you should offer her a nicer room." Matt snarled at Bart angrily.
"Then again, maybe not," said Bart sheepishly.

As Matt entered Phoebe's cell, he sees Phoebe crying on the ground with her class nearby.
Matt looks at the others and said, "Why are the rest of you guys here? You're not prisoners here."
Keesha then said to Matt, "Well, you didn't give Phoebe the chance to say goodbye to her family."
"And besides, we're staying here so she doesn't feel alone," added Ralphie.
"You didn't even let me say goodbye. I'll never see them again and I didn't get the chance to say goodbye," sobbed Phoebe.
Matt felt sorry about his actions. He then thinks about a way to make Phoebe feel better. "I'll show all of you to your room."
"Huh?" asked Wanda in surprise.
"Our room?" asked Phoebe, "But I thought..."
"Do you all want to stay in the tower?" asked an annoyed Matt.
"No." Ms Frizzle's class replied.
"Then follow me."

Later, Matt led Ms Frizzle's students through the corridors of the castle. Ms Frizzle didn't come because Matt decided that she should stay with the bus. The students looked around in amazement. Phoebe then looked at Matt. Remembering what she had done earlier, she shed a tear. Bart followed Matt through the walk. Bart wanted Matt to say something because the whole walk was silence without speaking.
"Say something, man," said Bart.
Matt then turned and said, "I hope you all like it here."
Bart then nudged Matt as to say, "Go on.."
Matt continued, "You can all go into any place in the castle, except the West Wing."
Phoebe asked, "What's in the Wes-"
"It's forbidden!" snapped Matt, cutting Phoebe off. Then he said, "Only I can go into the West Wing. Don't ask any questions, please."
As the group continues, Keesha whispers, "I know somethings up, but I'm not sure what it is."
"Agreed, but I'm not really sure what it is," said Ralphie.

Soon they all arrived at a guest room which, despite not being used in years since the castle hasn't received guests, is very nice. Matt then opened the door to let everyone come into the room.
"Now if you want anything, my servents will be more than happy to help," said Matt.
"Psst," said Bart, "Invite Phoebe to dinner."
"Phoebe," said Matt.
"Yes?" asked Phoebe.
"You will join me for dinner," said Matt. He then roared, "That's not a request!"
He then slammed the door, scaring everybody. Phoebe then rushed over to the bed and put her head on it, burying herself in her arms, and began to cry once more. Her classmates came to comfort her while they themselves shed a few tears.