The fairies reached Maleficent's castle and cautiously approached it. They were surprised by some guards, but got in unnoticed. They found a window to a room where Maleficent was having a feast, with her 'pets' dancing around a huge fire.
Maleficent turned and began talking quietly to Diablo. "What a pity prince Phillip can't be here to enjoy the celebration. Come, we must go to the dungeon and cheer him up."
Maleficent walked toward the dungeon and her raven and the fairies followed her. Maleficent opened the door to Phillip's cell and stepped through, who sat chained to the wall. He looked up at her approach.
Maleficent smiled. "Oh come now, prince Phillip. Why so melancholy? A wondrous future lies before you. You, the destined hero of a charming fairy tale come true."
The fairies appeared in the window of the dungeon. Maleficent used her magic stick to depict the following.
"Behold, King Stefan's castle, and in yonder topmost tower, dreaming of her true love, the princess Aurora. But see the gracious whim of fate. Why, 'tis the self same peasant maid, who won the heart of our noble prince but yesterday. She is indeed most wondrous fair. Gold of sunshine in her hair, lips that shame the red, red rose. In ageless sleep she finds repose. The years roll by, but a hundred years to a steadfast heart are 'bout a day. And now, the gates of the dungeon part, and the prince is free to go his way. Off he rides on his noble steed …"
In Maleficent's imagery, the prince was old, anything but what she was telling. Her voice dripped with sarcasm and cruelty.
"... a valiant figure, straight and tall, to wake his love with love's first kiss, and prove that true love conquers all."
Phillip struggled in his chains. Merryweather started towards Maleficent in anger.
"Why, you mean …"
Merryweather was quickly pulled back by Flora. The raven had noticed Merryweather speaking and turned towards the window, but didn't see the hidden fairies.
"Come, my pet. Let us leave our noble prince with these happy thoughts. A most gratifying day," the evil woman said and promptly left.
Outside the dungeon, she locked the door.
Maleficent sighed happily. "For the first time in sixteen years I shall sleep well."
The fairies approached Phillip quietly.
"Shh, no time to explain," she whispered when he noticed them.
Using their magic, they opened Phillip's chains and the doorlock.
"Wait, prince Phillip. The road to true love may be barriered by still many more dangers, which you alone will have to face. So arm thyself with this enchanted shield of virtue and this mighty sword of truth. For these weapons of righteousness will triumph over evil."
Just outside the dungeon, the raven waited, which flew off screaming. The fairies and Phillip started upwards the stairs. The raven had called Maleficent's servants, which came streaming downstairs. Phillip fought some of them, but then they jumped out a window. Some rocks were dropped towards Phillip.
"Phillip, watch out!"
Flora turned the rocks into soap-bubbles. A wall of arrows was shot but quickly turned into flying flowers. Merryweather freed Samson. Phillip rode off on Samson towards the gate, where hot oil was thrown. Flora turnned it into a rainbow. The raven flew towards Maleficent's tower, trying to wake her. He was followed by Merryweather, who first failed to hit him with her magic. At last, she turned him into a stone raven just outside Maleficent's door. Maleficent appeared in the door.
"Silence!" She turned to Diablo. "You, tell those fools to ...No!"
She looked from her frozen bird and then saw Phillip escaping. "No!"
The drawbridge was raised but he pushed forward.
"Watch out, Phillip!"
Samson just made it over the gap.
Flora urged him to go faster and faster in order to make it. "Hurry, hurry, Phillip!"
Maleficent threw two spells, but couldn't stop them.
Maleficent was not finished. "A forest of thorn shall be his tomb. Born through the skies on a fog of doom. Now go with the curse and serve me well, Round Stefan's castle cast by spell!"
A black cloud appeared over the castle. Bolts of lightning struck everywhere, causing the growth of thick thorny bushes. Phillip had to stop before them.
Maleficent laughed at the sight.
Phillip stopped only shortly, then started cutting a way with his sword. Finally, he was through and he pressed on, desperate to reach his princess.
"No, it cannot be!" Maleficent used her magic to quickly appear in front of Phillip. "Now shall you deal with me, old prince, and all the powers of hell!"
She transformed herself into a an enormous black, terrifying, fire breathing dragon in order to battle and destroy the young Prince.
Phillip courageously started towards her. But he had no chance against the fire-spying dragon. After a short fight, he had to retreat. He turned and ran but came face to face with a huge wall.
Flora stood at the top of the rock wall and called down to him. "Hop! come this way!"
Phillip climbed up, only to see that he was now trapped on a cliff. At another blaze of fire he lost his shield.
Maleficent laughed in her dragon tongue.
The fairies came aid the prince and they combine their magic on the sword.
"Now sword of truth fly swift and sure, That evil die and good endure!" Flora cried.
Phillip threw the sword at the dragon, which was hit deadly and collapsed with a piercing scream as it was ran through the heart. Phillip and the fairies got inside the castle and up to the tower, where Aurora lay on her bed. Phillip slowly walked towards his princess and knelt beside her. He looked at her beautiful face for a moment and felt his heart beat thickly in his chest. He focused on her red lips and gave her a faint kiss on the lips.
Aurora immediately came alive under his touch and blinked open her striking violet eyes to see Phillip and she broke out into a breathtaking smile.
Inside the throne room, everyone awakened, too with Aurora breaking the spell.
Stefan turned to look around sleepily. "Oh, ah, forgive me, Hubert, the wine ... Now, you were saying?"
Hubert started slightly. "I was? oh yes, well, after all, Stefan, this is the fourteenth century."
"Yes, you said that a moment ago."
Hubert blinked. "Well, to come right to the point, my son Phillip says he's going to marry …"
Hubert was interrupted by a fanfare that was to announce the princess's arrival'. The fairies watched the scene from a balcony, as Aurora and Phillip appeared arm in arm, walking down the stairs from above.
Stefan gasped and grinned widely. "It's Aurora, she's here!"
Hubert wiped his eyes, mouth open. "And Phillip!"
Aurora and Phillip kneeled down before the throne. Aurora then fondly embraced her mother, finally feeling at peace in the arms of her family.
Hubert spoke to Phillip. "What does this mean, boy? I don't …"
Aurora came over and kissed Hubert on the cheek gently.
"But, but, …"
Aurora and Phillip started dancing, gazing into each other's eyes happily.
Hubert shook his head. "I don't understand."
On the balcony, Fauna lost a tear and Flora turned to her in suprise.
"Why, Fauna, what's the matter, dear?"
"Oh, I just love happy endings."
"Yes, I do, too…" She suddenly noticed that Aurora's dress was blue and she glared. "Oh, Blue? Pink!"
The dress immediately changed to pink and her and Merryweather picked up their battle again, changing the dress back and forth.
The castle disappeared around Aurora and Phillip as they danced, oblivious to everything around them, and they kept on dancing in the clouds.