In the woods, the fairies and Aurora, with her head down, walked cautiously towards the castle. They got inside unnoticed into some room.

"All right, in here, dear," Flora said.

Merryweather closed the door and sighed.

"Lock the door, Merryweather! Fauna, pull the drapes! And now, dear, if you'll just sit here.

This one last gift, dear child for thee, the symbol of thy royalty. A crown to wear in grace and beauty, as is thy right, and royal duty," Flora sid fondly, proud of the young woman before her.

The fairies sat the crown on her head and Aurora again broke into tears.

Fauna sighed. "Now, dear."

"Come, let her have a few moments alone." They left the room, leaving Aurora behind them.

Outside, Merryweather paced back and forth. "It's that boy she met."

"Whatever are we going to do?" Fauna fretted.

Inside the room, the fire went out, and out of a shadow, Maleficent shortly appeared, then there was only a ball of light visible. Aurora got up in spell, and started towards the light, her sobs cutting off.

Merryweather considered. "I don't see why she has to marry any old prince."

"Now, that's not for us to decide, dear."

Inside, the mysterious light moved beyond the fireplace, where the wall opened.

"Maybe we should tell King Stefan about the boy," Fauna said.

"Well, why don't we?"

Suddenly things got deathly quiet and the three fairies sensed there was something wrong...something dark near by. They heard a faint sound from inside the room.

Flora's eyes flew wide. "Listen! Maleficent!"

"Rose, Rose!"

They opened the door quickly.

"Oh why did we leave her alone?"

"Rose, Rose!"

The fairies saw Aurora walking through the fireplace, but the wall reappeared. Aurora slowly walked up a staircase, following the light. The fairies tried pushing the wall open, then Flora used her magic.

"Rose, Rose! Where are you? Rose!"

There were multiple ways going off the fireplace. The fairies didn't find the right way at once.

"Rose!"

Briar Rose followed the light into a room in the tower, where the light turned into a spinning wheel. Aurora started to reach towards it with her left hand, feeling a strange pull to the light.

"Rose! Don't touch anything!"

Aurora held back, hearing the voices. Without seeing her, Maleficent's voice echoed inside the princess's mine.

"Touch the spindle. Touch it I say!"

In a flash of light, Aurora touched the spindle with the middle finger. Just this moment, the fairies appeared in the door as she crumbled to the ground.

"Oh!"

Maleficent stood above her prey, smiling nastily at her triumph. "You poor simple fools. Thinking you could defeat me, me, the mistress of all evil. Well, here's your precious princess."

Maleficent turned beside, revealing Aurora laying face-down on the floor. Maleficent disappeared, laughing.

Fauna broke down. "Rose!"

Flora rushed forward. "Oh Rose! Oh, I'll never forgive myself."

"We're all to blame!" Fauna soothed.

They started crying over Aurora's motionless body and the last rays of the setting sun shine in deep red.