Gwen wakes up one morning to another beautiful morning in the cottage. She prepares for her usual routine before joining her family downstairs for breakfast. She, the cups and Elder Kettle all eat pancakes together. Afterwards, Gwen walks in the woods together to find something to do. Gwen walks into Inkwell City and notices the train station that went to different parts of Inkwell City.

"Wow, so this is the train station." Gwen said to herself.

Just then, another train gets Gwen's attention. A spooky-looking train that she noticed is alive called the Phantom Express. She saw a giant skeleton train conductor counting all the ghosts appearing on the train, a blind ghost she met in the cemetery and two large lollipop-looking ghouls supervising the entire train.

Gwen is curious about the train and walks over and notices a line of ghosts leaving for the Land of the Dead. Then, she noticed a large sign at the start of the line that said, 'No living people allowed! Ghosts only!'

"Oh, so only ghosts can get on the train." Gwen said, feeling disappointed.

"Hmm…"

Gwen got an idea and ran off to a dark corner of the train station. She used the inkwell to transform into her ghost form. She floated to the end of the line and waited to get on. She successfully gets on the train and takes a seat next to a ghost.

"So, how'd you die?" The ghost asked.

"I… uh… slipped in the shower?" Gwen nervously lied.

The ghost's eyes popped and laughed out loud, to Gwen's unamusement.

"Oh yeah? How'd you die?" Gwen asked.

The ghost stopped laughing and looked nervous.

"I… uh… accidentally fell down the manhole while reading the paper." The ghost nervously admitted.

Gwen giggled and said,

"You should watch where you're going."

"All aboard!" The Skeleton Conductor called.

The Phantom Express leaves the train station and starts their way to the Land of the Dead. Gwen patiently waits with the other ghosts as she looked in awe of the train passing the barrier to a spooky-like realm.

"We've arrived in the Land of the Dead. Everybody off!" The Skeleton Conductor called.

Gwen along with the ghosts all float up from their seats and exit the train. Gwen explores the Land of the Dead.

"Wow, so this is where they go when they die?" Gwen asked herself.

Gwen flies through the city and notices groups of skeletons, ghosts and imps passing by. After exploring the land, she says to herself,

"Okay, I think that's enough exploring this realm. I should head back to the train station and get home."

Gwen starts her way back to the train station when suddenly, she heard three familiar voices laughing. Gwen nervously turned around and saw the three ghosts who once kidnapped her and stole her soul.

"Oh no, not you jerks again!" Gwen exclaimed.

The three ghosts Duke, Emma and Jasper approach Gwen.

"So nice to see you again kiddo!" Duke said.

"You made your way to the Land of the Dead! Very impressive." Emma said.

"BOO!" Jasper said, trying to scare Gwen.

Duke slapped him and said,

"You know kiddo, you really shouldn't be here. They got a strict 'No living people allowed' rule here. But you just had to come here and explore, didn't you?" Duke said.

"It's just for a little while! I was just leaving right now. So, goodbye!" Gwen nervously said and prepared to leave only for Jasper to block her way.

"Actually, since you're here dearie, we just wanted to have some fun with you again! You really scared us with that Devil trick of yours!" Emma sternly said.

"You guys went back on your promise to let me go! So, you all got what you deserved that night!" Gwen protested.

"We're gonna have some fun!" Jasper said as he grabbed Gwen.

The three ghosts take Gwen away to a cemetery area as Gwen watched various headstones come to life and scare her. Gwen tries to look away, but Jasper kept her eyes open and saw a ghoulish tree come to life and scare her.

With quick thinking, Gwen used her elbow to hit Jasper in the gut and frees herself and flies away.

"Jasper, you idiot! She's getting away! After her!" Duke scolded and slapped Jasper.

The three ghosts fly after Gwen. She tries to find somewhere to hide until she comes across a mausoleum. She hides behind a tombstone, only for it to come to life and scare her. She flies up to the mausoleum and closes the door. She waited in the dark, only to hear some teeth chattering. Gwen used her ink pen to light up the room and saw a large group of skeletons surrounding her, to her shock.

Just then, a few skeletons surround Gwen and started to dance as festive Latina music started playing. Gwen watches in confusion as the skeletons continued dancing.

"What is this, Dia de los Muertos or something?" Gwen asked.

A skeleton bride placed her boney arm around Gwen and said,

"Oh señorita, every day is Dia de los Muertos!"

Gwen is shocked and quickly flew out of the mausoleum. The three ghosts find Gwen and summon their ghost friends and all chase after her to an old house. She flew up the floors until she finds herself into dark emptiness.

"Ugh! Will you guys leave me alone!? I just wanna go home!" Gwen yelled in frustration.

"Are ya kiddin' kiddo? We're just getting started!" Duke's voice echoed.

A series of doors floated as she heard Emma's voice echoed,

"Which door will lead you home?"

But Gwen was smart enough not to fall for their tricks and just kept flying up until she saw a window. Suddenly, without warning, she unexpectedly shapeshifted in her human form and was thrown out of the window and fell to the ground, knocked unconscious.

"Are you enjoying our sweet revenge…" Duke was about to ask until he gasped in horror at Gwen.

"What is it?" Emma asked and looked down at Gwen and gasped.

"BOO!" Jasper spookily said until Jasper slapped him.

"Enough! We got another problem here!" Duke said as all the ghosts looked down at Gwen.

Duke, Emma and Jasper float down to Gwen and check her unconscious body.

"We were just getting back at her for scaring us, and now she's dead in the Land of the Dead." Emma said, feeling sympathetic.

"Oh, the poor little girl." Jasper said, bowing his head.

"Come on, let's say a few words then." Duke said as he removed his hat, exposing his brain.

But when he turned around, he saw Gwen gone.

"Huh? She's gone!" Duke exclaimed.

It is revealed that another ghost had taken Gwen, covered her in a bedsheet and carried her off to a private house far away from the cemetery.

Back in the Land of the Living, Cuphead and Mugman carrying her satchel were once again looking for their best friend. They asked a few locals where she was showing them a picture of her. They pointed out they saw her at the train station. The cups search the train station, asking other people. They saw the Phantom Express loading up more ghostly passengers and looked terrified.

"Y-y-y-you don't think Gwen would go on that train, do you?" Mugman asked.

"L-l-l-let's ask them and find out." Cuphead answered nervously.

The cups get in line with the other ghosts until a booming voice yelled,

"Hey! You two cups! Can't you read the sign?!"

The cups yelped as the Skeleton Conductor pointed at the 'No Living People Allowed' sign.

"W-w-w-we're not trying to get on the train! We're looking for our best friend who's missing!" Cuphead fearfully explained.

"Missing person?" Skeleton Conductor asked.

"Missing person?" Both Lollipop Ghouls asked.

Mugman holds up a picture of Gwen and the Skeleton Conductor looked at it carefully. Suddenly, he remembered something.

"Wait a minute! I saw a human ghost that looked like her earlier on the morning train!" Skeleton Conductor said.

"WHAT?!" Both cups exclaimed.

"But she's alive! There's no way she could be dead!" Mugman blurted out.

"What?! A living person snuck on to my train?" Skeleton angrily asked.

"I've seen that girl before at the cemetery! I was hanging with my buddies until I saw her with three of my friends. She's that girl who carries the magic inkwell." Blind Specter said.

"What?! That human kid we've heard about?! We have that 'no living person allowed' rule for a reason! We gotta find her before something happens to her! Come on!" Skeleton Conductor said as he allowed the cups to board the train.

"There's no keeping her out of trouble!" Mugman said.

"Yeah, and I thought I was the troublemaker!" Cuphead said.

The cups take their seats next to some ghosts.

"All aboard! We got a human to find!" Skeleton Conductor announced.

The head of the train started his way to the Land of the Dead in their search for Gwen.

Back in the Land of the Dead, Gwen slowly wakes up, to find herself in a bed. She slowly got up as she looked around the old bedroom and saw an old ghost painting on a large canvas. To her shock, the ghost was an old human. Gwen attempted to sneak off until the old ghost raised his head up, making her stop. She pretends to go back to sleep. But when she opened one eye, the old ghost was right there.

Gwen gasped and tried to get away, only for her to groan in pain. The old ghost held up a glass with a questionable liquid.

"If you think you can make me drink that…" Gwen tried to say until the ghost pretended to look at something. Gwen falls for it and he pours the drink down her throat, making her cough.

"It's a healing potion. Besides, if I wanted you dead, I would've left you with those 'friends' of yours." The old ghost answered.

"Wait, you sound familiar. Who are you?" Gwen asked, recognizing his voice.

The old ghost removed his hat and turned around and faced Gwen. She recognizes the old ghost and realizes something.

"G-g-g-grandpa Earnest?" Gwen asked, with her eyes widened.

"Hello Doodlebug." Earnest answered with a smile.

Gwen had tears in her eyes and yelled,

"Grandpa!"

She and Earnest embraced each other as Gwen sobbed uncontrollably.

"Grandpa! I can't believe you're here!" Gwen said through her sobs.

"Yeah, I've been here since I died. And yes, I was the one who used the inkwell to turn you back into a human and threw you out of that house. Sorry about that, I had to fool those ghosts." Earnest revealed.

"You can use the inkwell too? Why are you here? I thought you were in Heaven in the human world?" Gwen asked, wiping her tears.

"Well, I would've, but I've been here in the Land of the Dead in the Inkwell Isles. It's like Heaven, the afterlife." Earnest said.

"Wait, why are you in the Inkwell Isles? I thought I was the first human to be brought here?" Gwen asked.

"Nope. You're the second human brought here to this world." Earnest answered.

Gwen was shocked, her own grandfather knew about the Inkwell Isles before she did. Now, she was full of questions.

"What? How did you first discover this place?" Gwen asked as they both sit down on the bed.

Earnest thought for a moment and sighed. Gwen realized something else.

"Wait, did he…?" Gwen asked until Earnest finished,

"… kidnap me and brought me to Hell in this world? Yes, I knew the Devil too."

Gwen's eyes widened in horror, realizing the Devil had something to do with her grandfather.

"Why? Was he trying to get the magic inkwell from you too? How did you even get the magic inkwell? Where did it even come from? Were you the first user or something or who was?" Gwen continued to ask many questions.

Earnest held his finger against her mouth, stopping her from talking.

"So many questions as always Doodlebug. I think for you to understand, you need to see it for yourself. Have you learned to look into the past yet?" Earnest asked.

"Yes, I did in that book Elder Kettle, my grandfather-figure has!" Gwen said until she realized something else.

"Wait! That book! Was it…" Gwen asked.

"Mine? Yes, I wrote that book. I learned what it was capable of behind everyone's backs the whole time. I knew that book would be safe with him. That is until I discovered the Devil made a copy of the book for himself with his pitchfork." Earnest revealed.

Gwen gasped, realizing Elder Kettle also was connected to her grandfather. Gwen got out her ink pen and once again created an eyeball and Earnest caught it in his hand.

"I only did this one time learning about my best friend's past until the Devil caught me." Gwen explained.

"I know about that. You really need to be careful with what you choose to do with the inkwell and make sure he doesn't catch you again." Earnest warned her.

"Wait, how did you…?" Gwen was about to ask until Earnest pointed at a mirror.

"See that? I made myself a magic mirror too like the Devil's. I've watched you on all your adventures and the family too. My little Rosebud even has two little seedlings of her own now. I'm sorry my son tried to make you marry a stranger. He was always afraid of going into poverty and losing everything." Earnest revealed some memories.

"It's okay grandpa, at least he's changed his ways." Gwen said.

"True. Now, ask away." Earnest said as he lifted the eyeball to Gwen.

She took a deep breath and said,

"Show me Grandpa Earnest's past, how he got the magic inkwell and his connection to the Devil."

The eyeball glowed and magically lifted as Earnest held Gwen's hands, preparing to go with her. The eyeball beamed a white light into Gwen's eyes and Earnest closed his eyes and disappeared into Gwen's subconsciousness.

Gwen finds herself in a farmhouse in the 1860s with her grandfather at her side.

"Where are we?" Gwen asked.

"Virginia." Earnest answered.

"Oh… where the…" Gwen remembered something as Earnest interrupted.

"Just watch Doodlebug."

Gwen saw a younger Earnest in his home. He was once an artist during Civil War times who once lived in Virginia. One day, he was forced to flee his home when the union soldiers raided his hometown and decided to flee to Boston, Massachusetts. But during his journey, he and other refugees was being chased by the soldiers and ran in a forest to hide carrying his inkwell and ink pen, but he unknowingly enters a portal to the astral plane while hiding in a tree. Gwen follows him into the astral plane with her actual grandfather floating behind.

The portal seals, thus trapping Earnest in the astral plane. Feeling scared and confused, he accidentally dropped his inkwell. But to his shock, strange magic and powers filled into the inkwell and transformed the inkwell into an all-powerful object. Gwen is in awe as Ernest takes the inkwell as a power flowed through him just like it happened to her. He dips his ink pen into the inkwell and the magic activates and learned he could bring anything to life with his imagination. He now is the first user of the magic inkwell and manages to open a portal back to the human world and continues his journey to Boston.

After Earnest arrives, he makes a living of being a successful artist by painting portraits and landscapes. He finds love, marries a woman named Catherine and has a son named Edgar. As the years pass, Earnest tries providing a good life for his family while also trying to keep the magic inkwell a secret from everyone. But unfortunately for him, someone has discovered its power from a faraway world.

"Wow so that's how the magic inkwell came to be?" Gwen asked.

"Yes, it was all unexpected." Earnest answered.

"But how did the Devil…" Gwen asked until Earnest shushed her.

"That's coming up next." He answered.

They find themselves in Inkwell Hell, a team of imps were working on their network of sins. Suddenly one of the machines started beeping. The team of imps notice their machine detected some abnormal activity in the human world.

"The scanner! It detected something strange in the human world!" One of the imps said.

This gets the attention of their boss the Devil.

"What's going on?" The Devil demanded to know.

"We detected strange out of worldly activity in the human world!" One of the imps answered.

"What?!" The Devil exclaimed.

He looks at the sonar and noticed a dot on a map of the United States in a city called Boston.

"What is it? What is happening in the human world?" The Devil asked.

"We detected some kind of magical and powerful source that was made in the astral plane which holds a superior power. More powerful than… you." The imp nervously admitted.

The Devil growled in anger.

"Nothing is powerful than me! Nothing! What is this source? I must know!" The Devil demanded.

The imps used their machines to find the source. They get a visual on the monitor, noticing a human carrying art supplies to his house.

"Uh, a human? No mortal is powerful than me." The Devil said, feeling disappointed.

"No sir, not the human. One of his art supplies is the source!" The imp corrected him.

"What?! That's impossible! Which object?" The Devil asked.

"Hang on, just a second. Aha! That inkwell! That's the source!" The imp figured it out.

The Devil looked at the inkwell in question.

"That little ink bottle has the ultimate power?" The Devil asked in disbelief.

"The machine is correct I'm afraid. We learned it grants the user the power to bring anything to life with their imagination. Which in this case, is that human. How that human got that powerful inkwell, we don't know." The imp answered.

"Hmm, then I guess I need to find out for myself. I think I'll pay a visit to this human." The Devil said, preparing to go to the human world.

The imps gasped as the Devil's righthand imp Henchman ran up to his boss.

"B-b-but boss! You can't go! Humans are very simple mortals! If they see you, they will know you really exist!" Henchman protested.

"Relax Henchman, I'm just going to pay one human a visit for that inkwell. I need to learn more about it and see if it's a threat to me. Besides, who's even gonna believe a simple human?" The Devil explained.

"Aw jeez." Henchman said worryingly.

The Devil tapped his pitchfork and disappeared.

Gwen and Earnest move on to the next memory.

One evening, Earnest has dinner with his wife Catherine and his young son Edgar. After dinner, complimented his wife,

"Wonderful meal as always my love."

"Thank you dear." Catherine said.

They both kissed and Earnest prepares to go to his art studio.

"Earnest don't stay up too late. You have an appointment with the mayor to do his portrait tomorrow." Catherine reminded him.

"I won't darling. I'll check my clock this time." Earnest replied.

Earnest goes into his art studio, turned on the lights and closes the door. He goes up to a large canvas of an ocean landscape and continued painting. After a while of painting, his lights suddenly go out.

"Huh?" Earnest asked.

He goes to turn on his lights without bumping into his canvases. He turns the lights on, thinking it was an electrical problem. Suddenly a voice spoke to him,

"Hello… Earnest."

Earnest gasped, turned around and saw a dark figure standing in his ocean painting. Earnest took one look at the dark figure, only for the figure to turn around and smiled evilly at him. To Earnest's horror, the dark figure stepped out of the painting, into the art studio as Earnest screamed and tried to run out of the studio, only to discover his door was locked. Earnest turned around and saw a 2D cartoon of the Devil smiling evilly.

"W-w-w-who are you?" Earnest asked fearfully.

The Devil levitates himself and floats to Earnest. He tries to open his door again, but to no avail.

"Stay a while, won't you? I think it's time we have a little chat." The Devil said as he magically cleaned Earnest's shirt, making him presentable.

"W-w-w-what do you want with me?" Earnest nervously asked.

"I'll make this quick. I'd like to inquire about this magical object of yours." The Devil answered as he put his arm around Earnest and led him away from the door.

"What are you talking about?" Earnest asked in denial.

"I couldn't help but notice that you have something all-powerful in this world. Like that ink bottle of yours? You didn't think I'd notice, did you?" The Devil revealed he knows about the magic inkwell.

"What do you care? That's none of your concern." Earnest said impatiently.

"Look human, anything that is more powerful than me is a big concern. Now, tell me, what does it do? And don't try lying to me again or else." The Devil warned.

Earnest sighed, grabbed his ink pen and the magic inkwell.

"Well… I could just make anything come to life if I imagine it. It came from the astral plane after I accidentally stumbled upon it one day when I had to flee my home from soldiers." Earnest nervously explained.

"Show me." The Devil ordered.

He demonstrated by making his ocean painting splash real ocean water and made several fish appear, to the Devil's shock. Then Earnest makes grass grow on his studio floor with flowers blossoming, then made it all disappear. Finally, Earnest made the whole studio into a starry sky until he turned it back to his art studio. The Devil is awestruck by its magic and powers.

"Well, that settles it!" The Devil said.

"What does?" Earnest asked.

"Why, I'd like to take that inkwell off your hands. Just name your price, and I'll pay it." The Devil answered.

"What? But it's not for sale." Earnest denied his offer.

"If you don't want money, what do you want then? Just tell me your heart's desire and I'll make it happen." The Devil continued to tempt Earnest.

"I mean, it chose me to be its owner. It means only I can use it." Earnest explained further.

"Then, just transfer ownership of the inkwell to me! Come on, I haven't got all night! Just tell me what you want!" The Devil said, losing patience.

"I can't! A power flowed though me! I can't transfer ownership. Besides, why do you even want the magic inkwell anyway?" Earnest asked.

"Well, if it's really all that powerful as I discovered, then I'd like to use it to collect all the souls of the two worlds, then rule the two worlds afterwards!" The Devil revealed his evil scheme.

Earnest looked at him in horror, realizing he really is the Devil himself.

"Two worlds?" Earnest asked.

"Oops. I said too much, didn't I?" The Devil asked, realizing he accidentally revealed another world.

"You asked for the magic inkwell, but the answer is no! And that's final! Now please… get out!" Earnest said bravely.

The Devil growled furiously and was about to blow fire. Earnest backed away against the door in fear.

"This isn't over Earnest! I will find a way to obtain that inkwell from you one way or another!" The Devil yelled and disappeared back to Inkwell Hell.

Earnest stood there, breathing heavily. Just then, he heard a knock at the door.

"Earnest? It's getting late! Come to bed!" Catherine called.

Earnest opens the door, sweaty and scared.

"Honey, are you alright?" Catherine asked.

"I'm fine. I just… had a terrible nightmare." Earnest lied.

"See? You work too hard. You need to get some sleep." Catherine said as she led her husband to bed.

Gwen was horrified the Devil learned about the magic inkwell and was after her grandfather ever since.

Gwen and Earnest skip ahead during the years when her father married her mother, had two daughters Rose and Gwen herself. And during that time, Gwen noticed one night, the Devil snuck into Earnest's bedroom, kidnapped him and brought him to Inkwell Hell. Like Gwen, he was also locked up in a dungeon cell. But he managed to escape with the magic inkwell by turning himself invisible, snuck past the guards and stole the elevator to Inkwell City. Like Gwen, he too was horrified and fled to the nearby forest. He remembered the portal he made in the astral plane to escape; he does the same thing my creating a door with the exact place in mind.

But when he stepped back into his bedroom, his wife who was right there freaked out until Earnest quickly pointed the ink pen at her, accidentally pulling out her memories. He magically alters them, erasing that moment and made them into a nightmare. He lays Catherine in bed as she waked up, breathing heavily. Catherine hugged Earnest as he was happy to be home as if it never happened.

"Wow, so you discovered the invisibility, door portals and memory erasing?" Gwen asked.

"Yes, I had to keep it a secret from Nana and your father. But don't worry, she was okay, and we carried on with our lives as I kept learning about the magic inkwell and writing my book." Earnest explained.

"Oh wow. So, how did the Devil get a hold of it?" Gwen asked.

"Just watch." Earnest said.

Gwen looked at another memory and saw an older Earnest finishing up his book in his art studio and was coughing severely.

"Oh right, you caught…" Gwen said until Earnest said,

"Pneumonia. Yes."

Suddenly, the Devil appeared once again to kidnap him. Earnest put up a fight until his illness weakened him. The Devil took advantage of this and kidnapped Earnest and stole the book with him. In Inkwell Hell, Earnest was tied up in a chair as he attempted to struggle. The Devil takes the book and magically made a copy for himself, to Earnest's horror. The Devil attempted to have Earnest transfer ownership of the magic inkwell to him. But Earnest had one last trick up his sleeve, he'd hidden the magic inkwell and had already chosen a successor. Earnest managed to use his ink pen to magically teleport himself into the forest of the Inkwell Isles. He noticed Elder Kettle driving with a stack of books and Earnest quickly hid the book in the book pile. Then, he teleports back in his art studio in the human world. But his illness overtakes him and falls to the ground. Catherine notices and gets Earnest to the hospital.

The next day Edgar, Margarine, Rose and Gwen herself were in the hospital room saying their goodbyes as Gwen watched in sadness, remembering this memory. Her 18-year-old self leaned down to Earnest, giving him a kiss as she cried. Then, he gives her his ink pen as he gave her one last kiss before succumbing to his pneumonia and passed away.

Gwen was once again crying at that memory and hugged Earnest.

"It wasn't fair!" Gwen cried.

"I know dear, but it was my time. But at least I managed to hide the magic inkwell before he kidnapped me." Earnest said.

"Where?" Gwen asked.

"Look again." Earnest said as he led Gwen's attention to another memory.

Gwen saw herself walking in the park when she suddenly noticed the magic inkwell fall from the sky and landed on the grass. She touched it and a power flowed through her. She dipped her grandfather's ink pen and discovered it's magic and powers. Gwen realized it was that fateful day that she found the magic inkwell, and everything changed when the Devil kidnapped her.

"So, you hid it in the park, and it revealed itself to me when I arrived?" Gwen asked.

"Yes, I knew you often loved to go in the park like we used to when you and Rose were little. So, I knew you'd find it there. I think you've seen enough, let's head on back Doodlebug." Earnest said.

"Okay grandpa." Gwen said, wiping tears.

Gwen held her grandfather's hands and yelled,

"Wake up! Wake up!"

They both disappeared back into the Land of the Dead as Gwen regained control of her body and Earnest appeared out of Gwen's subconsciousness.

"I had no idea you were the one who found the magic inkwell and the Devil caused you so much pain and suffering!" Gwen said, hugging Earnest.

"I know dear, I am to blame for your pain and suffering. I didn't think he would try to go after my dearest granddaughter and try to marry her for the inkwell's magic and power. It's my fault he's after you and he harmed the family, and I am so sorry." Earnest said, feeling guilty.

"I need to learn more about the inkwell and how to fight the Devil. He never gives up trying to kidnap and marry me. I need your help grandpa." Gwen said pleading him.

"Well, I can show you some new tricks, but only for a while, okay Doodlebug?" Earnest asked.

"Thank you, grandpa! It'll be like old times again!" Gwen said excitedly and gave him another hug.

So, Earnest begins showing Gwen some of his tricks with the inkwell she never thought of before. But unknown to Gwen and Earnest, the Devil along with Henchman magically appeared outside of Earnest's home.

"What the? The Land of the Dead? What business would she have here?" The Devil questioned.

"Duh, I dunno boss." Henchman answered.

"Wait a minute! Who lives in this old dump?" The Devil asked, looking at the old house.

The Devil and Henchman peek in the window and witness Earnest teaching Gwen some new tricks with the magic inkwell. The Devil gasped at the ghost and was shocked.

"Earnest?!" The Devil exclaimed.

"Wait. Isn't that the human who the imps discovered had the magic inkwell long ago?" Henchman asked, remembering Earnest.

"It is him! So, this is where he's been hiding the whole time after he died! So, he transferred ownership of the inkwell to his own granddaughter huh?!" The Devil angrily said, realizing Gwen is Earnest's granddaughter.

Inside the house, Earnest finished up teaching Gwen the new tricks.

"Look, we need to get you back to the Land of the Living before someone finds you here and you'll get into trouble." Earnest said.

"I wanna see you again grandpa. I need to continue learning from you and spend time with you please." Gwen pleaded.

"I've taught you what I can for now. I don't want you to get in trouble, but I'm sure you'll find a way Doodlebug." Earnest assured her.

"Okay. Will you at least escort me to the train station? I don't wanna go alone." Gwen asked.

"Of course, dear. I'll make sure you get on the train. Your cup friends, your boyfriend and your family will all be worried about you." Earnest said.

"Oh, thank you grandpa!" Gwen said, giving him a hug and turned back into her ghost form.

They both leave the house while the Devil and Henchman watched from behind the house.

"Henchman, we'll head them off at the train station! Let's go!" The Devil said as he lifted his pitchfork, and both disappeared.

Meanwhile, Cuphead and Mugman along with the Skeleton Conductor were searching around the Land of the Dead for Gwen. They trace her to the cemetery and Skeleton Conductor was interrogating with Duke, Emma and Jasper.

"So, you three dolts kidnapped her, scared her and almost killed her?!" Skeleton Conductor asked angrily.

"We weren't tryin' to kill her! We were just getting even with her for scaring us when suddenly, she turned back to a human and looked like she was thrown out of the window and fell right there! We didn't do that! Then when my back was turned, she was gone! It's the truth!" Duke explained fearfully.

"You dumb ghosts don't know when to quit, do you?" Cuphead asked.

"Did you see where she went?" Mugman asked.

"No, we swear!" Emma answered.

Just then, Blind Specter arrived.

"I detected the Devil's presence in the Land of the Dead! He's heading to the train station!" Blind Specter announced.

The whole group gasped and realized Gwen was in danger and was already heading to the train station.

"Oh no. The Devil's here. Come on, we gotta get to her before he does!" Mugman fearfully exclaimed.

"No kidding!" Cuphead agreed.

The whole group started their way to the train station immediately.

Later, Earnest and Gwen arrive at the train station looking for the Phantom Express, but to their surprise, they find nobody there.

"That's odd. They're not here." Gwen said.

"Don't worry, I'll wait for the next train with you." Earnest said.

"Thanks grandpa." Gwen said as they both sit on a bench.

Gwen showed off some of her tricks she came up with to Earnest while they waited. Suddenly, they hear a familiar demonic voice echoed,

"It's been a while, Earnest. I've found you at last! And you my beautiful flower finally reunited with your granddaddy I see. It was nice of you to lead me to him. Who would've thought I'd be marrying the first owner of the inkwell's granddaughter?"

Gwen gasped as Earnest gets up from the bench, took the ink pen from Gwen and looked around.

"Stay behind me Gwen." Earnest said, protecting Gwen.

Gwen gets behind her grandfather, feeling scared.

Just then the Devil appeared from behind Gwen and captured her.

"No! Leave her alone! It's me you want!" Earnest yelled.

"I should've figured you'd transfer ownership to one of your descendants Earnest. You've given me a girl to marry for the ultimate power. I really should be thanking you, old friend." The Devil taunted.

"Don't listen to him grandpa! He's wrong! You didn't know what would happen!" Gwen yelled.

"Quiet you!" The Devil scolded as he snapped his fingers, turning Gwen back into a human.

"Anyway, I'll just take my fiancée along with you too! Your soul would make an excellent addition to my soul vault!" The Devil announced.

Earnest tried to fire his attacks at the Devil, but the Devil managed to dodge his attacks. The Devil pointed his pitchfork at Earnest and levitated his soul into the Devil's clutches.

"Henchman!" The Devil called.

Henchman came running up to his boss.

"Duh, yes boss?" Henchman asked.

"I've got both my prizes so let's go." The Devil snickered.

The Devil prepared to go into the elevator with Gwen and Earnest in his clutches. With quick thinking, Gwen bites the Devil's hand.

"OUCH!" The Devil cried in pain.

He accidentally releases Gwen and Earnest. They both run away from the Devil. Gwen takes back the ink pen and fired her new moves at the Devil. She fired a twister attack that swirled the Devil. Then she fired a boomerang beam attack and finally a comet-like attack, shooting stars at the Devil.

Gwen caught her breath as the Devil laid in defeat once again.

"That's my girl. You were always a fast learner." Earnest said, feeling proud of Gwen.

"Thanks grandpa. I got it from you." Gwen complimented.

Before the Devil could attack with his pitchfork, Henchman looked terrified of something.

"B-b-b-boss!" Henchman called fearfully.

"What?!" The Devil yelled impatiently.

"L-l-l-look!" Henchman answered as he was shaking with fear.

The Devil looked at what Henchman was looking at and saw the cups jumping towards the Devil and shoved Gwen's invisible sweater on the Devil, thus electrocuting him severely once again.

"Guys!" Gwen exclaimed.

"Gwen!" The cups answered back.

They run up to Gwen and hug her.

"What were you thinking coming to the Land of the Dead?!" Mugman scolded.

"Yeah! I'm the troublemaker here, not you!" Cuphead agreed.

"I'm sorry guys! But look who I found! My grandfather!" Gwen introduced.

Both cups looked at Earnest as he waved to them.

"Your grandfather?" Both cups asked.

"Grandpa, these are my two best friends in the whole world. Cuphead and Mugman. Guys, this is my grandfather Earnest Emmons. He owned the magic inkwell first before I did." Gwen introduced.

Both cups shake hands with Earnest.

"Thank you, boys and your elderly caretaker, for helping her and keeping her safe as well as finding my book about the magic inkwell I hid with him." Earnest thanked the cups.

"Aw, no problem grandpa." Cuphead said.

"Gwen told us about you before." Mugman added.

Gwen removes the invisible sweater from the Devil as Henchman ran up to his boss and takes him inside the elevator, taking him back to the ER in Hell for treatment once again.

The Skeleton Conductor and Blind Specter arrive and approached Gwen, the cups and Earnest.

"There you are! We've been looking for you kid! You ain't allowed here!" Skeleton Conductor scolded her.

Gwen sighed and said,

"I know. I just wanted to see my grandfather."

"I'm sorry for my granddaughter sir. She didn't mean any harm. I was only bringing her here to make sure she gets on the train and gets back home safely." Earnest apologized and explained.

"Well, thanks for finding and bringing her here. I'll take it from here. It's a one-way trip back to the Land of the Living for you kid!" Skeleton Conductor as he prepared to take Gwen and the cups on the train.

"Wait! Can I say goodbye to my grandfather before I go?" Gwen pleaded.

"Hmm. Okay fine! But you got 2 minutes!" Skeleton Conductor instructed.

Gwen goes up to Earnest and gives him a hug, once again having tears in her eyes.

"I don't wanna leave you grandpa. You should come with us. Nana misses you so much too." Gwen offered.

"As much as I want to, I can't. You need to get home to your family and friends. I'll still keep watch over you with the mirror as I always have. You need to know I'm always with you no matter where you go in the two worlds. And tell everyone I love them so much and I'm always with them." Earnest said.

"I will grandpa. I promise. I love you." Gwen said, crying.

"I love you too Doodlebug." Earnest said as he was tearing up.

Both cups were tearing up at their goodbye.

Skeleton Conductor approached the humans and said,

"Alright, time's up! Let's go!"

Skeleton Conductor grabs Gwen's arm and leads her and the cups to the train. Gwen looked at Earnest one more time before the door closed. Blind Specter has Gwen and the cups take their seats as she continued to cry. Both cups hug Gwen as the Skeleton Conductor yelled,

"All aboard!"

The Phantom Express leaves the train station as Earnest watched with a heavy heart his precious granddaughter being taken back to the Land of the Living with her two best friends. Earnest felt a hand felt on his shoulder. He turned and saw Duke, Emma and Jasper look at him, feeling sympathetic.

"Quite a grandkiddo you got." Duke said.

"Yeah, she is." Earnest said, wiping a tear from his eye.

"Come on, you can hang with us." Emma said.

"Thanks, but I…" Earnest was about to decline until Jasper said,

"Aw come on. We insist."

Jasper takes Earnest's hand, and the ghosts lead Earnest away from the train station back to the city.

Back at the train station in the Land of the Living, the Phantom Express arrives in Inkwell City. Gwen and the cups are escorted off the train by the Skeleton Conductor and make sure she is off the train.

"And don't ever let us catch you around here again or else! Got it?" Skeleton Conductor warned her.

Gwen wiped some tears and sadly said,

"Y-y-y-yes sir."

"Good! Now, go home!" Skeleton Conductor said as he gets back on the train and leaves back to the Land of the Dead.

Gwen lifted her ink pen and disappeared with the cups back to the cottage. They appear in her bedroom and Gwen lays in her bed, crying in her pillow. Cuphead laid next to Gwen while Mugman laid on the other side and both embrace her.

After a while, the cups decide to leave her alone to calm down and exit her room. After they close the door, they notice Elder Kettle standing there.

"So, boys, you gonna tell me what's going on with Gwen?" Elder Kettle asked, concerned.

Both cups go with Elder Kettle downstairs and explain everything with her visit with her ghost grandfather.

"Oh my. That must've been very hard for her having to say goodbye to him." Elder Kettle said, feeling sympathetic.

"Yeah, you should've seen poor Gwen when she said goodbye to him." Cuphead said.

"Even Grandpa Earnest was sad to say goodbye to her too." Mugman added.

"I can tell. Gwen was very close to him. She told me about Earnest too. I never would've guessed he was the first owner of the magic inkwell and that he secretly gave me his book. That really explains a lot. It's like he somehow knew we were meant to find Gwen and take her in." Elder Kettle admitted.

Later that evening, Gwen finally calms down and goes downstairs for dinner. She is still upset over saying goodbye to her grandfather that she barely touches her food. Elder Kettle notices and says,

"Dear? You need to eat."

"Not hungry. Thanks though." Gwen answered sadly.

"Hmm. Hey boys? Why don't you handle the cleanup? Gwen, come with me." Elder Kettle said.

Cuphead and Mugman start cleaning the dishes while Elder Kettle took Gwen into the living room, and both sit on the couch.

"You know, don't you?" Gwen asked.

"Yes, dear. The boys told me everything. Including… Earnest." Elder Kettle answered truthfully.

Gwen started tearing up.

"It's not fair! I got to see him again and I had no idea he was in the Land of the Dead in this world the whole time since he died! The Devil caused him so much pain and suffering most of his life and now he's spending all eternity in the Land of the Dead! And now, the Phantom Express has banned me from coming back and I'll never see him again!" Gwen yelled tearfully.

Gwen sunk her head into Elder Kettle's chest and continued crying. Elder Kettle wrapped his arms around Gwen.

"Look Gwen, it doesn't seem like it now, but you're gonna be okay and he's gonna be okay too. His soul is safe there in the afterlife." Elder Kettle assured her.

"True, I did save him from the Devil taking him away." Gwen said as she wiped her tears.

"See dear? He's happy knowing you're home safely with your family. And aren't you happy, knowing he's safe in the afterlife?" Elder Kettle asked.

Gwen sighed and thought for a moment.

"I guess I am." Gwen admitted.

"Here, you wanna share with me some of your favorite memories with Earnest?" Elder Kettle asked.

Gwen thought about it and remembered something.

"Hang on." Gwen said.

She tapped her ink pen and disappeared. Ten seconds later, she reappears with a photo album.

"I gotta show you something." Gwen said as she sat down next to Elder Kettle.

Before Gwen could open the book, the cups join her on her lap, eager to look at her picture album. Gwen opened the book to the first page and showed pictures of Earnest in his younger years in Virginia and after moving to Boston. As she flipped through the pages from Earnest's wedding with her grandmother Catherine and having their only son Edgar, Gwen started to feel much better. Then she sees the pictures of herself and Rose with Earnest when they were both little girls.

Gwen explained that he called her 'Doodlebug' because she could never stop drawing or scribbling on everything including walls, tables, books and papers. Earnest taught her art in her childhood, and both did a lot together including walking in the park, going to the art museums, showing her his artwork in his old art studio.

"Wow." Both cups said together.

"So, you got your artistic personally from him." Mugman said.

"Yep. And a bit of his adventurous spirit." Gwen admitted with a smile.

Meanwhile, back in the Land of the Dead, Earnest watched happily in his magic mirror as Gwen shared her memories with him to her second family.

"That's my little Doodlebug." Earnest said with a smile.

"Hey! Come on! We're ready to play cards!" Duke called from the kitchen.

"I'm coming!" Earnest called.

He turns off his mirror and joins Duke, Emma and Jasper at the kitchen table as they were ready to play a game of cards.

"Alright, I'm ready." Earnest said as he sat down.

"How's she doing?" Emma asked.

"She's doing great. She got back home safely." Earnest answered.

"Aw, that's great. Now, go fish!" Jasper said goofily.

Duke slapped Jasper and said,

"Alright then, let's play!"

Earnest was happy not being by himself anymore and both Earnest and Gwen both honored each other's memories and Gwen helped keep those memories alive with herself and her family.