All language subtitles for Halloweentown.II.Kalabars.Revenge.2001.720p.BluRay.x264.AAC-[YTS.MX]

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(Marnie) Two years ago,

before I even knew
I was a witch,

that was the last time
I was in Halloweentown.

Official YIFY movies site:
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My mom Gwen,

my grandma Aggie,

my sister Sophie

and my brother Dylan and I
all had to join together

and use the power
of the Cromwell witch family

to defeat Kalabar,
an evil warlock

who's had a thing for my mother
since they were teenagers.

Halloweentown
was always a happy place

where creatures
of different sizes

and shapes and species -

some of them
downright weird -

could live apart
from the real world
in peace and harmony.

So, after we saved
Halloweentown,

Grandma decided
to leave her comfy house there

and live with our family
in the mortal world.

Now it's
Halloween night again,

the only night
we can pass freely

between Halloweentown
and our world.

I'm thinking
about Halloweentown.

I wonder how it's changed.

Grandma says things
in Halloweentown
are always changing.

I know nothing has changed
at our house.

Mom and Grandma
are fighting again.

(female computer voice)
What's going on
at your party?

Ehh... I'm avoiding it.

Why?
What's the matter?

(Sophie) Marnie,
Grandma wants you
to come down.

(♪ rock)

One per customer,
please.

Yes, we have hats
for everybody.

Everybody, now, don't...

Don't fight. No fighting.
Witches don't fight.

Oh, now, if you're going to be
real witches and warlocks,

we need brooms, too, right?

Here we go.

Ooh! Magic, magic,
brooms, brooms.
There you are, dear.

You got here just
at the right time,
Marnie.

Now, perhaps
you'd like to take
our little partygoers

for a little spin
around the house.

Grandma, I don't think
this is a very good idea.

What? Oh, fiddle.

I can't let your mother

spoil my fun
every day of the year.

Mother.
Oh, hello,
dear.

I spend all of my time
trying to keep you

from turning
my own daughters
against me.

Now you're gonna
corrupt all the children
in the neighborhood.

Mom, we're not turning
against you.

My dear, if you want
to reject your heritage,
that's your business,

but someone
has to take my place

as head
of the Cromwell line,

and I know Marnie
is just the stuff.

Or me.
I'd be good, too.

That's right.
That's right.

All right,
dress-up's over.

We've got
bobbing for apples
right over there.

(children groaning)
Oh, yes, it's fun.
It's fun. Go play.

Well, I hope
you're happy.

Oh, ecstatic.

I'll take Grandma.

(woman) Hey, Gort,
are you home?

(gruff voice)
What do you want?
Hi, Gort.

I'm asking everyone
for a small donation

for the Halloweentown school.

Forget it, Astrid.

I don't give to charity.

Astrid, you're forever
the optimist.

That's Gort, right?

He's the one
who steals the socks?

Oh, he doesn't
steal them.

He's more like
a junk magnet.

Everything in the universe
that gets lost -

that other sock,

the last piece
of the jigsaw puzzle,

the earring you put down
for just a second -

they all end up
in Gort's front yard.

Not that he's willing
to part with any of it.

(jingling sound)

Oh, look, there's Benny.

Why don't you go back
to Halloweentown tonight
while the portal's open?

I know you miss
Astrid and Benny

and all your friends there.

(chuckles)

After a year away, going back
for just a few hours...

is harder
than not going back at all.

No, I'll just wait
till next Halloween,

and then I can take Marnie
for the year.

But won't a year
in Halloweentown

feel like 100 years
to her?

Oh, becoming the head
of the Cromwell witches
takes commitment, Sophie.

She can't live in both worlds.

She has to choose.

Ohh, look, look, look.
There's Luke.

Oh, he's becoming
a fine young goblin,
hasn't he?

Look, look. H...

What's the matter, dear?

Somebody's coming.

Who?

I don't know.

Come on.
Well, I... I...

Do you think
it could be someone...

I didn't invite anyo...
Come on, Grandma.

Hide.

And do the thingy
with your door.

It's not supposed to be there
when we have guests.

Ohh, your mother's rules.

Mom.
What?

I... I'm not
turning against you.

I love you.

But I'm a witch.

I can't just not be.

I'm sorry
that I got mad at you.

It's just so frustrating.

I want you to learn
what I know, too.

Magic can give you
whatever you wish for,

but nothing's worth anything
if you can get it
just by wishing.

That's what your dad taught me.

But I don't use magic
for everything.

I don't use it on tests.

All right. There was
that one algebra test...

Marnie,
you can't pick and choose.

If you go to Halloweentown
for a year, that's gonna
become your life.

You're a stranger in this world
after that.

Knock, knock.

The bomb.

I hope I'm not
interrupting anything.

Dad, I found 'em.

Hi, I'm Alex.
This is my son Cal.

We just moved in
down the street,

and we heard
about your party.

Oh, well, welcome
to the neighborhood.

I'm Gwen, and this
is my daughter Marnie.

Hi.

If all witches were
as pretty as you,

they'd have
a better reputation.

Oh. Thanks.

Can I put those
in the freezer for you?

Whatever you want.
They're for you.
Uh, for the party.

I hope you like lime.
Green's my favorite color.

OK.

Is the rest of your family
coming, too?

Oh, it's just me and Cal.

Oh. Well, lime is good.

Good.
I've got some scoops
over here.

Let me help you.

(whispers)
Rrarr!

That's Cindy.

Yeah.

Well, it's a little crowded
in here.

You wanna give me a tour?
Sure.

Let's go this way.

This is it.

So, um,
when did you move in?

Just tonight, actually.

Really? And your dad
let you come to our party?
Don't you have to unpack?

No. My dad doesn't
waste his breath
on stuff like that.

He lets me figure it out
myself.

Uh, so has anyone asked you
to go with them

to the costume party
at the high school?

Why? Did you want
to ask me?

Well, that depends

on whether or not
that would be ridiculous.

Dylan, you're not
even wearing a costume.

Oh. Well, I'm not
really into the whole
Halloween thing.

But that's the whole point
of the party.

Most disgusting costume
wins a prize

after the unmasking
at midnight.

Might that prize
be a kiss?

That's disgusting.

(laughs)

(Marnie)
When we moved in last year,

I finally got my own room.

(Cal) Huh.
What?

Oh, I don't know.

It's just, usually
people's rooms look like 'em.

Yours doesn't.

What do you mean?

Well, you strike me
as unconventional,
but in a good way.

Yeah, well, my room
is kind of ordinary.

My mom likes ordinary,
I guess.
Oh, she's the boss, huh?

Well, there is
my grandma's room.

Why? What's hers like?

I'll show you.

Was that there before?

Shh.

This is a secret.

Wow.

This is so cool.

Does she do it like this
every Halloween?

She's very into
the whole witch thing.

Um, stories, I mean,
about witches.

Yeah, I guess so.

"Hair of werewolf."

This must not be easy
to get.

It wasn't, believe m...

Um, I mean, in the old days
of fairy tales.

Oh. So you know about
this witch stuff, too.

A little.

Do you know any magic spells?

Well, sure, but they're
pretend ones, of course.

See, there are common spells
that every witch knows -

I mean, supposedly -

and then there are
the really secret ones

that are only known
to the witch who made them up.

Or warlock.

That's what male witches
are called, right? Warlocks?

So you've been doing
some reading, too.

Just movies and stuff,

but they're not really
that educational.

Well, Grandma feels like
witches are misunderstood,

so she likes
to teach us about them.

Whoa. Is that supposed
to be a book of spells?

No.

I mean...

yes, that's what
it's supposed to be,

but you can't touch it.

Oh, come on.
It's just pretend, right?

Well, sure, but it's still
my grandma's stuff,

and we
really shouldn't be in here
when she's not here, so I...

OK.

So, you like ice cream?

Sure.

All right.

Oh, thanks.
Do you want some,
son?

Actually, I think
I'm gonna head home, Dad.

I think
I'll stay around here
and help out...

If that's OK.
Oh, I never turn down help.

Hey, Marnie,
I'm not enrolled yet,

but I hear there's this
really big costume party
at the high school.

I figured if my costume's
good enough,
maybe I could crash it.

Well, let's see.

If you went with a student
who is enrolled,

then maybe you wouldn't
have to crash it.

Pick you up in an hour?

Yeah, sure.

(whispers) Yes!

Meeting you is everything
I hoped it would be.

I don't see anyone.

(reciting spell)

And one for you.

Ooh.

And one for you,
and...

Where's mine?

It's empty.

Well, dear,
it's always empty.

That's why it's magic
when we pull things
out of it.

Grandma, there's nothing
in there, not even by magic.

Well, that's impossible.

Oh. Oh, well,
I'm sorry, kids.

I guess... I guess
that is all there is.

Just my luck.

Well, I can't...

I've had this for centuries.

It's never been empty
before.

Empty?
Well, it's no wonder.

Every day for two years,

pulling out bat games,
dancing skeletons,
enchanted toads,

back issues
of Magic Monthly...

And, hey,
let's not forget the ogre
with the flatulence problem.

Stinky. I miss him.

It just can't run out.

It's connected to my house
back in Halloweentown

with all my charms
and all my spells.

Oh, perhaps I should
just pop back up
to Halloweentown,

just... just to look
at my house.

Can I go? Can I go?

Oh, forget it, Sophie.

Mom already put
the big foot down.

None of us can go.

Well, perhaps if I said
that I need your help

with a technical
problem.

I'll get my coat.

This'll never work.

Oh, no, let me
do the talking, dear.

I'll use my utmost
powers of persuasion.

(chuckles)

It'll work.

And here I thought
we were going to avoid
the annual family meltdown.

Ha.

...what we're made of,
do you know what I mean?

I do. Just the other day,
I was saying to my daughter...

Honey, I'm taking the girls out
for a little while.
Is that all right?

Sure, Mom.
Just make sure...

Wait. Out where?

Oh, just home.
We'll be back
in a jiffy.

Oh, how do you do?
I'm Aggie, Gwen's mother.

Nice to meet you.

I'm Alex.
Mother...

Marnie's going to be
staying with me
for a whole year

after she gets
out of high school.

Isn't that fabulous?

How lucky for her.

Yes, and Sophie
is going to stay
with me.

Mom!

Sweetheart,
it's your bedtime.

Why don't you go upstairs
and start getting ready?

We'll be back soon, Mom.

Don't worry.

OK?

You see? Your mother
can be reasonable.

We should have a stranger there
for all our family discussions.

If she wants to check on us,

you tell her to call me
on my head phone.

You mean cell phone.

Head phone.

Ew!

What good
are those things?

Well, they're a little bit
like your walkie-talkies...

(whispers)
except they work like magic.

(Aggie's voice)
Except they work like magic.
Ohh!

They can even be used
to communicate

between the mortal world
and Halloweentown.

I invented them myself.

Aren't they cute?

Anyway, it probably
won't be a problem,

because you know
we're gonna be home
before midnight.

We'll be back in an hour,
because I have a date.

And I've never understood

why you bother
with that Internet thing

when my witch's glass
can show you anything
you want to know.

Wait. Isn't this
where the bus stop's
supposed to be?

Oh, Arnold must have forgot
to put the thing out again.

I swear, that man
would lose his head

if his wife didn't put it
in his lunchbox.

(laughs)

Well...
I'll summon the bus.

Good.

Ahem.

Gestum ex alius mundus

nos te appello
ut adduco domus!

Didn't I say it right?

Try it again
with more feeling.

OK.

Ahem.

Gestum ex alius mundus

nos te appello
ut adduco domus!

Well, I guess we'll
just have to call up
the portal ourselves.

(both) From the mortal world
depart we now,

on this, the night,
All Hallow's Eve,

back into Halloweentown.

Through the portal
we take our leave.

Four hours till midnight.

We'll be back
in plenty of time.

Has anyone ever told you
you have the most beautiful
green eyes?

(laughing)

They're like two lily pads

floating
on a crystal-clear lake.

Look, I don't want
to be too forward,

but would you consider
being my date for
the costume party?

At the high school?
Yeah.

That's just
for the students.

Oh, I'm sure they can
always use more chaperones.

Hey, it'll give me an excuse
to see you again.

Well, I don't even have
a costume.

Oh, that's all right.
Cal's got loads of stuff
back at the house.

I'm sure we can
find you something.

All right. Sure.

I'd like that.

Great. Well... till then.

Till then.

I was just curious.

Thanks for stopping by.

Ribbit.

Ribbit.

Ribbit.
Same to you.

(croaking)

Oh, it feels so good
to be back.

Sophie was right.
I needed to come home.

I've been missing my friends
terribly.

Where's
the big jack-o'-lantern?

Is this some kind of joke?

As goes the jack-o'-lantern,

so goes Halloweentown.

Grandma,
what's happened?

Everything's kind of gray
and boring.

Not just everything.
Everybody.

Wait, please.

Could you tell me
what's happening here?

I would just like...
Astrid, is that you?

I'm Astrid.

Astrid, what's happened
to you?

What do you mean?

Well, I mean,
you're turning gray

and your bell-bottoms
are gone.

And your shoes. Ooh!

These are very comfortable.

Sensible shoes are important.

I think I'll buy some more.

Ohh, Astrid.

Oh, excuse me.

I was talking.

Whatever.

Oh, I hate that word.

Wait a minute.

Dear...

Do I know you?

Duh.

It can't be. Luke?

Yeah.

But you look just like you did

when Kalabar put that spell
on you and turned you human.

Whatever.

Would you stop that?

Look, what is going on?

Why are you turning gray?

Everybody's doing it.

That's not what I mean.

It's the spell, dear.

A spell?

You think someone put a spell
on all of Halloweentown?

How could they do that?

I'm not sure.

But the spell seems
to be turning the creatures

not only gray,

but once it progresses
far enough, into humans.

Come on, Grandma.

Humans aren't this boring.

No.

I should say this is
the caricature of humans

in Halloweentown,

just as humans make fun of us

from the mortal world
at Halloween.

But who would cast
a spell like this?

I don't know, but someone
is destroying my home.

OK, let's not get upset.

Undoing spells
isn't that hard, right?

You just say 'em backwards.

I remember...
I remember something
from my spell book.

It was a spell...

Well, I haven't looked at it
in years,

but it was similar to this.

Well, great. Then maybe
the spell in your book
can cure it.

It's worth a try.

Dylan? Dylan?
Oh, Dylan.

Are you there?
Can you hear me?

Dylan, will you
please answer this?

Dylan, can you hear me?

Dylan, are you there?

Dylan, will you
please answer me?

All right, I hear you.
What do you want?

I want you
to go into my room
and read me a spell

out of my book.
Grandma, I'm busy.

Oh! Oh...

Just do it, Dylan,

or I'll spam your diary
all over the Net.

You don't know my password.

Wanna bet,

Iron Buns?

Shh. OK, I'll do it.

(chuckles) Iron Buns.

I should have been
allowed to go, too.

Yeah. Just open the door.

We're in.

Oh!

Gotcha.

Look, just find
the spell book, all right?

It's not here.
What do you mean,
it's not there?

It should be
on the table.
Well, it's not.

It has to be.

Maybe Grandma
misplaced it.

Dylan, it's huge.

How's she gonna
"misplace" it?

She misplaced the ogre.

Stinky liked playing
hide and seek.

Someone must have taken it.

Did any of you go to my room
since I came down to the party?

Not me.
Not me.

Um, well, I was,
for a few minutes.

Well, did someone
go in with you?

Just this boy I met - Cal -

but he couldn't have taken it,
'cause I was with him
the whole time.

He must be
the one I felt coming.

He stole it, Grandma.

It could have been
somebody else.

I mean, we've been gone
for almost an hour.

Well, only
you, Grandma and Sophie
know the spell to get in.

Children, you seal my room.

I'm going to go back
and have a talk

with Marnie's new friend.

He wouldn't steal anything,
Grandma.

He's really sweet.

Perhaps, but for the moment,
he's our only suspect.

Mm.

(both) From Halloweentown
depart we now,

on this, the night,
All Hallow's Eve,

back into the mortal world.

Through the portal
we take our leave.

The... the portal
won't open.

Oh, it's just as I feared.

Whoever cast this Gray Spell
knew it would affect
my suitcase

and knew we'd come
to investigate.

It was a trap.

(Cal) Very good, Aggie.

You're keeping up nicely.

Cal?

Over here.

Cal?

You cast the spell
on Halloweentown?

Just the way it was written
in Aggie's little spell book.

You naughty girl.

I knew it seemed
familiar.

But... But then
you'd have to be a w...

A warlock?

Sweet, huh?

So then that whole thing -
your so-called dad,

the tour of the house -

it was just to get the book.

No, I could have
stolen the book anytime.

See, I wanted you
to show it to me

because you felt something
between us,

and you did.

You tricked me.

Ha. You'll get over it.

And, hey, I still need a date
to the costume party.

Forget the party.

I wanna know why...

Kalabar.

What did you say, dear?

The rose.

You always did let your magic
do the talking.

I should have known
when he gave me the rose.

Cal.

You're Kalabar's son.

And I guess I inherited
my father's attraction
to Cromwell witches.

I didn't know
Kalabar had a child.

He didn't want people
to know.

Dad and I didn't always agree,

but he was the only one
that stood in the way

of the Cromwells' domination
of Halloweentown.

Oh, that's absurd.
The Cromwells dominate no one.

Then why'd you let the mortals
take charge of the earth

while we had to hide like rats
in another dimension?

Oh, we all voted
to create our own world

so everyone
could live in peace.

And when my father tried
to bring the creatures
of Halloweentown

back as rulers
of the human race,

you Cromwells
brought everyone against him,

and then you destroyed him!

So that's what this is about -

revenge.

Just say the word,
and I'll open up the portal.

Say what word?

Stop doing everything
your mama tells you,

and I can show you things
that Aggie could not teach you

in a million years.

Ha!

I'm not interested
in your kind of magic.

All you do is destroy.

Oh, the Gray Spell
is just the first act, Marnie.

The finale will come at midnight
in the mortal world.

What finale?

Join me and find out.

No way.

Well, you think about it,
and, uh...

catch ya later.

I'm sorry, Grandma.

I really blew it.

We all make mistakes, dear,
but don't worry about it.

We'll show Cal the Cromwells
are not so easily beaten.

But how? I mean,
we're trapped here,

and... he's got
your spell book.

Well, I still have
a few tricks up my sleeve.

(whistles)

First we have to get back
to my house.
(♪ electronic)

Oh, thank goodness.
The taxicab is still working.

Oh, now, on the way,

you can call your brother
and give him an update

while we find a way
to break this accursed spell.

Hmm?
OK.

Benny?

Wow! Ahh...

Need a ride?
(music dies)

Uh, Grandma,
I think it's Benny.

(Marnie) Can you drive
any faster, Benny?

(Aggie) Relax, Marnie.
We've arrived.

Wow. Turning gray
sure has made you
a careful driver, Benny.

Have we met?

Ohh...
Well, yeah,

but the last time,
you were just
skin and bones,

except for the skin.

Thank you for the ride, dear.
We're in something of a hurry.

Come on, children,
let's get inside.

What do you think
Cal's going to do
to the mortal world?

Well, he clearly
shares his father's
hatred of humans,

but if he's willing
to break the Code of Merlin,

which forbids stealing
the spells of another,

then I think
that we can safely assume
that he's capable of anything.

Now no more talk
until we're inside,

and even if
he's still eavesdropping,

he won't be able to hear us
in my house.

I hope the Gray Spell
hasn't changed an...

(gasp) ...anything.

Ohh.

I like what you've done
with the place.

I can't believe Cal did this
with a spell out of your book.

We'll never undo it.

Oh, I'd agree with you, dear,

if there was only one copy
of my spell book.

But what he doesn't know
is there are two.

Two?

They're matched sets,
two complete copies.

I took the one I usually use
to the mortal world with me,

and the other one is still here.

Someplace.

Well, then,
let's look for it.
Oh, let's. Let's.

(high-pitched voice) OK, yes.
(high-pitched voice)
Is it in there?

No. Excuse me. Excu...

OK. Uh, no...

OK, maybe...
Oh, this is it.

No. Aah!

(normal voice)
You can help out, you know.

I'm kinda hungry.
Ohh!

I wonder if there's anything
to eat around here.

(both, high-pitched voices) Oh!

Maybe it's in here.
Maybe it's in here.

It's gotta be here.
I know it is.
(normal voice) It's not here.

(sighs)

How about that one?
No, that's not it.

That's not it.
That's too small.

How about this? This?
It's just a big...
it's a big book.

No. OK.
Oh, my goodness.

Then some of these.
Here, here. I know.
Here. This is it.

We can't find it.

Grandma,
we can't just give up.

There's gotta be something
we haven't thought of, right?

I mean, something
to get us out of this trap,

a spell or...
(whooshing sound)

Luke!
Yeah.

Look!
You're a goblin again.

Something broke the spell.

I guess so.

Well, what happened, Grandma?
Did you say something?

Not that I'm aware of.

Then how come
I'm not gray anymore?

Hmm. I suppose the spell
could be temporary.

Then maybe the spell
on the house will wear off,

and we can find
your spell book.

But if takes too long,
midnight will pass,
and the mortal world...

Grandma, you already said
the spell book isn't here.

What else can we do?

Well, I haven't seen
that other spell book
for decades.

Perhaps it's lost.

Grandma,
why are you smiling?

That's terrible.

No, no, dear, not at all,
because, you see, if it's lost,

I know just where it is.

Wait. Gimme that again?

(chuckles) Everything
that's lost in both worlds

always ends up at Gort's house.

He's the junk man
of the universe.

Ohh! Excuse me.

(engine running)

Your receipt.
Mail it, dear.

Great, Benny.
OK, now to Gort's house,
and step on it.

You should see him
when he's not in a hurry.

Good night.
Thank you so much
for coming. Bye.

(woman)
Thanks very much.
(girl) Bye.

Did Grandma ever consider
that she might have
misplaced the book?

I tried that.

Your grandmother thinks
everything's about magic.

If she keeps this up,
you kids are never gonna
grow up to be normal people.

Grandma says being normal
is vastly overrated.

And you should
already be in bed.

Marnie swears
this kid Cal is a warlock
and that he stole it,

and about his dad...
All right, that's enough.

OK, I think
that it would be a good idea
if everyone around here

started coming up with
simple explanations for things

before they summoned up
the powers of darkness...
(door opens)

every time they're trying
to find their car keys.
(door closes)

Now, Cal seems
like a very sweet
and charming young man

and his father seems li...

(gasp) Alex.

Hey, Gwen.

Great costume, huh?

Hope I didn't scare you.

Well, it is Halloween.
And, to celebrate,

Cal and I found
a terrific mask for you.

Woo-ooo.

Ew.

Oh, it's...

You don't like it.

Oh, no. It's... It's great.

We are gonna be the hit
of the costume party.

Oh, wait.

You're going to
the Halloween party?

Yes. Alex invited me,

and... oh, Sophie.

I get to go, too?

Oh, no, sweetie.
You should already
be in bed.

Oh, Alex, I'm so sorry.
I wasn't even thinking.

Oh. Well, that's OK.

It's no big deal.

You guys go.

I'll baby-sit Sophie.
Dylan, no.

You've been looking forward
to this for weeks.

Let's face it, Mom.
I'm just not that
into Halloween.

I mean, I was hoping for
a little social interaction,

but you're the one
that's got the date.

Did you ask Tiffany?
She was busy.

Samantha?
Boyfriend.

Julia?
She laughed so hard that milk
came out of her nose.

You guys go. You can
make it up to me later.

Are you sure?

That is wonderful.
Shall we go?

Sure. You're not gonna
give me warts, are you?

That is a complete myth.

Bed.

Don't make me laugh.

Where'd
all the junk go?

Looks like
Gort's been straightening up
ever since the Gray Spell hit.

Oh, you'd still better
prepare yourself, my dear.

Spell or no spell,

Gort the Rancorous
is still the foulest,

meanest, smelliest
inhabitant of Halloweentown.

(nasal voice) Yes?

Hello, Gort.

You're looking...
clean.

Um, do you need something?

I'm busy, you see,
sorting my socks.

Uh, yes, Mr. Gort, sir.

We were looking for a book.

Oh, I see.

Well, come right in.

I have several books.

Yes.

(Gort) Well, here they are.

Oh, thank you, Gort.
"Proper Toenail Cutting."

"Dusting
for Fun and Profit"?

"100 Recipes
for Tapioca."

You know, I don't think
whoever lost these
is missing 'em.

Gort, these can't be
all the books you've got.

Well, I sold the rest

at the yard sale.

Yard sale?

Oh, yes. This place
was very messy.

I only kept
the useful books.

I'll sell these socks, too,
as soon as I match them up.

Gort, there was
a particular book,

an extra copy
of my spell book.

Do you remember
who you sold it to?

Do you think
these two match?

No, I suppose not.

Well, we've hit
a dead end.

You know, that book
could be anywhere.

OK, I say we head back
to the mortal world.

The spell -
it's coming back.

Ohh.

Grandma, wh...
what's happening?

It's the Gray Spell.

It's affecting me
now that we're in
Halloweentown.

It's probably gonna go
after you, too, dear.

We've gotta get out of here.

The door - it won't open.
(Marnie) What?

There are no windows,
either.

Grandma,
you gotta do something.

Oh, dear. Oh, I can't.

The Gray Spell must be
draining our powers.

Right again, Agatha.

(laughs)

You see, at this point,
I could keep you people
in here with a toothpick.

Grandma was right.
You've been spying on us
this whole time.

Oh, I didn't need to.

You see, I already knew
about Aggie's little spell book.

That's why I knew
you'd end up at Gort's.

How could you?

I lost that book
before you were born.

So, Marnie,
have you thought any more
about going to the party?

I mean, everyone's
gonna be there,

even your mom.

My mom? You're lying.

My mom hates Halloween.

Oh, I think my dad
got her into the spirit.

He's not really my dad,
actually. He's more of
a science experiment.

But he got her into
a really ugly mask.
It's a scream.

You know,
this is not the way
to talk me into a date.

This is more than a date.
This is our future together.

I'm in control
of my own future,

and it doesn't
include you.

Creature Spell.

What?
That's a spell
in my book.

It's a spell
that was banned

after the dark times.

It was used on humans
who mocked us

by dressing up
like creatures.

It was used on them

to turn them into
the very creatures

they were mocking.

He turned the creatures
into humans,

and now he's gonna
turn the humans
into creatures.

That's why Cal
put your mother in a mask.

I think he plans
to use the Creature Spell

on the mortal world
at midnight.

Dylan.

Do you want me to read you
a bedtime story?

No. Listen.

"Golems are
very pleasant creatures

"built entirely from mud
or other natural elements.

They have no will of their own
and do whatever their creators
tell them."

Good. Be a golem.
Go to bed.

You said you saw a frog
on the floor just after
Cal's dad left.

And then, later, he shows up
in a giant frog costume?

What is this, some sort
of Biblical plague thing?

Sophie, Mom hasn't
gone out with anyone
in two years.

I'm not going to that party
just to tell her that you think
her date is a reptile.

Frogs are amphibians.

I'm not going.

Somebody's gotta be here
to water the plants

when they take you all away.

Dylan, I can't do this
by myself.

Whether you like it or not,
you're a Cromwell, too,

and that means you feel things
just like we do.

Tell me you don't feel
like something's wrong.

OK, maybe we'll go
for a minute,

but just to prove to you
that nothing is wrong.

You'll need a costume.

(man shouts)

No way.

OK...

he's keeping us in here
with a spell,

so maybe we can come up
with a stronger one.

Oh, our powers
are draining, dear.

I'm afraid we're trapped.

But, Grandma,
saying a spell backwards

can't be the only way
to undo it.

Oh, rules are rules.

But rules... rules
have exceptions, right?

I mean...

like... like how hackers
get into computer programs.

They just look
for the back door.

Computers have back doors?

Well, back doors are ways
of getting into a program
if there's a problem.

I wonder if spells
have back doors.

So you mean a way
to weasel out of the spell

without actually
breaking it.

Right. Like this spell.

It's supposed to keep us
from getting outside, right?

Yeah. So?

So what if we tried
to go somewhere else
other than outside?

There is nowhere else.
There's only outside
and inside,

and right now, we're inside.

Time travel. Oh, Grandma, you
have a spell for that, right?

Grandma, do you have a spell
for time travel?

Time-travel spell.

Yeah.

Oh, I believe I do.

A lovely little poem.

Gort... Gort... That sock
doesn't match the other one.

Grandma, Grandma,
none of them match. Focus.

Come on. Ooh, I know.
Here, here.

You write it down,
write, write.

What is it? What -
Just a minute.

Write it down
before you forget it.

Spell, spell. Oh...

Hurry, Grandma.

There. It's a little fuzzy -
fuzzy there, but...

There, that's it.

That's it, that's it.

Grandma!

Can you read that?

I don't know, but here,
let's help her up.

Oh...

Gort, there are
no matching socks here.

Yes, well, uh,
I have some more
in the cupboard.

Well, go get them.

No. Grandma,
read this spell with me.

No, go away.
We're busy.

She's gone.

But, Grandma,
it's me - Marnie.

Here we go.

Grandma...

Oh, finally we can
get something accomplished.

Matching, matching.
You want the long one?

Look, we have to
get out of here.

We can come back
for her later.

OK.

(reading spell)

OK, I say we head back
to the mortal world.

The spell, it's coming back.

Grandma, what's happening?

It's the Gray Spell.
It's affecting me...

This is only
five minutes ago.

Must not have
said it right.

(reading spell)

Aah.
Whoa.

(grunts)

OK, I overshot
just a little bit.

(reading spell)

(Marnie screams)

Luke?

Grandma?

Nice job of escaping my spell.
You have real potential, Marnie.

Where's Luke and Grandma?
And what time is it?

They're - Well, I guess
you could say I took 'em
offline for the moment.

It's a simple limbo spell.
I could teach it to you later.

You better stop breaking in
on my spells, Cal.

It's against
the Code of Merlin.

Nobody cares about
the Code of Merlin
anymore, Marnie.

You need an update. And besides,
what do you wanna hang around

a bunch of moldy old creatures
for, anyway?

These creatures
are my friends.

Your mom's about to become
a really moldy old creature.

Leave my mother alone.

Oh, yeah,
that reminds me - Bye.

(reading spell)

Luke?

Luke? Luke,
where -

You know, I think
I liked this place better
when it was gray.

Where is Gort?

It's almost 11:00
in the mortal world.

We've got to find him.

(door closes)

Oh, yeah, I think
you found him.

What are you doing
in my house?

Um, it's OK.
Aggie sent us.

Well, that doesn't
make you welcome here.

I hate Aggie!

Don't feel bad.
He hates everyone.

Um, well, Aggie has
the greatest respect for you.

She does?

Yeah. She said
that you were

the smelliest, foulest,

meanest inhabitant
in all of Halloweentown.

Marnie, ixnay.

She said that?

Ehh, she's just trying
to butter me up.

No, no, no.
She meant it, really.

That's very sweet of her,

and I hate it
when people are sweet!

Now get out!
I have messing up to do.

No. No, but there's
something that we need.

Oh. Well, in that case,
take a number.

I'm now serving nobody!

Uh, but -

Little girl, you stink
like a Cromwell,

and I want you
out of my cottage!

OK, OK. Nice Gort.

(growls)

Well, um, it was nice
seeing your place

while it was still messy.

Wait.

What do you mean,
"still messy"?

There's this thing
called the Gray Spell,
you see,

and in a few years,

Kalabar's son is gonna make
your whole house neat.

What?!

Aah!

(screaming)

Slow down.

Watch out. Aah!

Are you sure Mom
said this was OK?

No. Grandma hasn't taught me
how to fly yet.

What?
It's OK.

(laughs)

Yeow!

(screaming and moaning)

(Luke) What does it
look like?

(Marnie)
It's a big leather book.

It's gotta be
around here somewhere.

I can't let this happen.

My beautiful dirt cleaned?

My wonderful junk sold
in a yard sale? Oh...

Don't you have some sort of,
I don't know, filing system?

Of course I do. I keep
all my scabs under the porch.

Ew!

Ugh, I'm sorry I asked.

Aah!

Hey, Spike.
My boy, my boy.

Come to papa.
Ha-ha-ha-ha.

Yes.

OK. Go play,
but you play nice.

Ohh, I don't think
the spell book is here.

We've looked everywhere.

Maybe we came too far back
in time, maybe before she
even lost the spell book.

Well, Grandma said
she hasn't seen it for decades.

We couldn't have
come back that far.

Hey, is this book
you're looking for leather?

Yes.

With some kind of fancy writing
on the front?

Biblio Magica.
Yeah.

I remember it.

That's really good.

Kalabar bought it from me
about 50 years ago.

That's really bad.

Kalabar must've
been working on

this world-domination
thing for decades.

Well, then that means
Cal must've had Grandma's
other spell book all along

with the Gray Spell in it.

And the only reason
he took it out of our house...

Was to stop you
from undoing the spell.

Ugh. I can't believe it.

We came all this way
for nothing. Ohh...

(♪ dance)

Nice landing, Sophie.

Like you could do better.

I don't see Mom.

Oh, Cindy, I found
a great costume for the dance.

Yeah? Who are you
supposed to be - El Geeko?

There she is.

Mom. Hey, Mom.

Mommy.

Sophie? Dylan? What are
you guys doing here?

Um, well, we're just
rocking to the beat.

We had to talk to you.

Talk to me? About what?
How did you get here?

Alex, would you excuse us
for just a minute?

Sure.
I'll get some punch.

Great. You flew here?

Not very well.

Why would you
do something like that?

Sophie wants to
talk to you about Alex.

Alex?

He's not really
Cal's dad, Mom.

Oh, I see. He's not.
And who is?

We kind of left that part
out before because we didn't
think you'd like it.

It's Kalabar, Mom.

Aggie told you that.

Marnie, but Grandma
thinks so, too.

Oh, I see,
and so Alex is what,

an actor that Cal hired?

Sophie has a theory.

I think he's a golem.

A golem.

Made of frogs.

You know, you did undo
Cal's spell once.

What do you mean?

With me - the Gray Spell.

No, it just wore off.

It didn't wear off
of Benny or Gort.

It had to have been
something you did or said.

Like what?

Well, uh, all right,
you were searching
through Aggie's house...

Right, and you were
picking your nose.

And you couldn't find
the second spell book.

Right, so
I was trying to get Grandma
to think of something else,

some other way
to break the spell.

No, but you didn't say spell.
You said something else.

So?

So maybe whatever you said
undid the spell.

I would've had to
be talking backwards
to undo the spell.

Maybe it was in there
backwards somehow.

OK. Um, I think
I called it a trap.

Uh, something to get us
out of this trap.

All right, why don't you
just say it all again?

OK, it was something like,

something to get us
out of this trap.

A spell or a charm.

This trap.

A spell or a...

You didn't say "charm,"
I know that.

Something backwards.

Uh, trap, no.

Spell or a... no.

Wait, wait. Here, trapa.

Trapa?

Yeah, it's "apart"
backwards.

So?

So, does every spell
have to be long?

No. Some spells are short.

Then say this like a spell.

But it's one word.

Will you just try it?

Fine.

Apart.

(nasal voice) Oh, my.

Oh, my. Tsk, tsk, tsk.

This place
is very, very messy.

All right,
now say it backwards.

Uh, trapa?

(gruff voice) That was awful.

I wanted to... clean.

Try it again.

OK.

Apart.

Oh, my.

(both chuckle)
Oh, my.

Does anyone have a, uh...
a dustpan perhaps?

Trapa.

Will you stop doing that?

You were right. We figured out
how to break the Gray Spell,

and now we can get
our full powers back.

How much time do we have left
before the portal closes?

15 minutes. Oh, my gosh,
Mom doesn't know about
the Creature Spell.

What if she's still
wearing that mask?

We have to
get back to the present
before we can warn her.

Right. Uh...

Where's the time-travel spell?

What do you mean?
You had it.

Right, well, I put it
over there on that table

when I had to dig through
the garbage.

Oh, you shouldn't
have done that.

Uh, why not?
What happened to it?

It's lost.

Well, that's OK, right,

because things that get lost
end up here.

Everything that's lost
other places ends up here.

But things
that are lost here
go poof.

Poof?

Poof.

Gone... forever.

Poof.

Please tell me that you
remember the spell.

It was Welsh.
I could barely read it.

So we're stuck here?
We can't be stuck here.

OK, OK, all right.
Let me think.

(reciting spell)

(growls)

Uh, no, that's not it.

Excuse me.

And as for you, Dylan,

I would've expected you
to be more -

Hey, I brought you guys
some cookies.

Everything all right?

Um, yeah, just peachy.

Where's Cal?

Sophie?

Oh, he's around here
somewhere.

Your daughter stood him up.

I'm afraid
he's a little bit hurt,
poor fella.

Why did you
pick that costume?

OK, guys, I think it's time
that you were running.

'Cause the funny thing is,

I saw this seventh grader
dressed up as a big fly.

A fly.

Dylan.

A big black one with feelers
and fuzzy legs.

Mmm.

I can even show you
what he looked like.

Sweetheart, not here.

(buzzing)

Sophie, you know you're
not allowed to do magic
around strangers.

Mommy, look.

Alex?

Are you all right?

Oh, that's not normal.

(gulps)

Oh, that was very good.

You're not human.

Ha. Nobody's perfect.

You... you... you...

you golem.

(recites spell)

Does anybody know
where we can find a swamp?

Ohh, he was so perfect.

Except for the
being-made-of-frogs part.

I'm really sorry, you guys.

You came here to warn me,
but Marnie...

Marnie... where is she?
She was in Halloweentown
last time she called.

She and Grandma
were having trouble
getting through the portal

because of Cal's spell.
It's almost midnight.
How did you talk to her?

The head phone.

Marnie? Marnie,
can you hear me?

The party you are
trying to reach

is currently
out of this dimension.

If you'd like
to leave a message,

your party will receive it
in approximately 400 years.

400 years?

Pooh bear thenatos
23 skidoo.

Will you just stop
saying that one?

I can't remember the spell.

You have to.

This is stupid.

Why don't we
just use my timeline?

Your what?

My timeline.

Some wizard must've lost it.

Come on, I keep it
in the closet.

Timeline?

Wow, how does it work?

The timelines tell us
what year it is
in the mortal world.

The past is one direction,
future is the other.

You know, that looks like
a Stephen Hawking description

of a non-stellar black hole.

And your point is?

Theoretically, black holes
can accelerate time.

And that would
help us how?

Just follow
the fastest-moving timeline.

Now get out of here.

Gort, I'm a goblin.

Theoretically,
I can't fly.

Oh, yes, you can.

What's that?

This... is
my new-and-improved broom.

Grandma gave it to me.
Wow.

Cool, huh?

Come on, get on.

Could you lower it a little?

Well, come on,
just swing your leg over.

I'm a little afraid of flying.

Oh, do you wanna stay here?

No.

Thought so.

Whoa, whoa.
Just hold on a minute.

Thanks, Gort.
We are out of here!

Goodbye
and good riddance.

Look out, look out.

(Sophie) We've looked
everywhere, Mom.

(Dylan) I didn't see
that Cal guy anywhere.

Do you think
he's wearing a mask?

I don't know.
You guys go hang out over
by the refreshment table.

Now, if you see him,
don't do anything.

Just come and get me.

And whatever he's planning,
it is up to us to stop him.

I'm gonna wear my mask.
He knows me.

"The Creature Spell."

And so the fun begins.

Any luck?
No.

He's here somewhere.
I can feel it.

So can I. We've gotta
find him and get the portal
open before midnigh...

The witchin' hour.

Everyone, count down with me.
Here we go. 60...

Find him.

We're never gonna make it.

The portal closes
in just a few minutes,

and we're only in the 1600s.

Hey, I think we should

try to go into that
black hole over there.

57, 56...

This magic spell will transform
any human you choose

into the creature
they pretend to be,

and I choose all of you.

47, 46, 45,

44, 43, 42,

41, 40, 39...

(recites spell)

35, 34, 33,

32, 31, 30,

29, 28, 27, 26...

Now... where was I?

Oh, oh, oh...

(partygoers counting down)
What is that?

The portal.

Mommy.

Sophie, honey,
my mask won't come off.

Try and pull it.

By wind, by rain,
by fire, by Earth,

with this spell,
I will avenge their cruel jokes
at our expense.

And what if
this black-hole theory,
let's say, doesn't work?

Whoa.

(Marnie) Whoa!

Aah!

Hurry. It's almost midnight.

Grandma...

You can do it.

Trapa.

Oh.

Oh, yes.

Grandma, we have to go back
to the mortal world.

Yes... yes.

Are you ready?
Yeah.

(both) From Halloweentown
depart we now,

on this, the night,
All Hallow's Eve,

back into the mortal world.

Through the portal,
we take our leave!

No!

It's closing.

It can't close now, it can't!

Mama.

No!

Pull from the top.
I'm trying.

Mom!

3, 2, 1!

Oh.

(Luke) It's too late.

Oh, yeah.
OK, OK, everyone.

Now, before we tell the winners
of the costume contest,

it's time for
the great unmasking...

Change them into the creature
whose disguise they have taken.

(yells spell)

(screams)

(girl) I can't breathe!

What's going on?

Where's my other eye?

Mom...

Marnie, where are you?

(screams)

This can't be happening.

That's weird.
My teeth won't come out.

I'm really thirsty.

Cindy.

Uh... uh...
Cindy, stop it.

Help me.

I can't believe it.

The portal's closed.

We're gonna be stuck here
for a year of mortal-world time.

I suppose it'll
give us time to train you,
as we planned to do.

And then, when
the portal opens again,

we'll be ready
to fight Cal.

Just wait for a year
of mortal time?

It's gonna feel like
a century here.

Whatever.

No, not whatever.

It's all my fault.

It's all my fault
Mom's been turned into
this horrible creature.

There's gotta be
something we can do.

Marnie,
I love them, too,

but I can't
change the rules.

Then maybe we can.

What -
What are you doing?

Calling Sophie.

Sophie. Soph, are you there?

(monsters yelling
and growling)

Marnie, is that you?

Sophie, listen to me.
We're gonna open the portal.

We can't.
It's after midnight.

I don't care.
That's not gonna stop me.

The portal hasn't always
been there.

It was created by magic,

and nobody's magic
is stronger than ours, right?

I guess so.

No. You've got to believe it.

And Dylan has to, too.

Come on.

What do you say?

OK, but how do we do it?
There's no spell for this.

We'll just have to
make up our own.

Are you ready?

What am I
supposed to do?

Stop thinking
about it, Dylan.
Just feel it.

Hey, I'm no warlock.

I need somebody who believes
that anything is possible.

Do you believe that?

If you're there, yeah.

Grandma.

I'm not sure
how this'll work out,

but I've always
believed in you.

We call on the dreams
of creature and mortal,

to heal the wound
that worlds divide.

From now on, we each
can create a portal,

and each of us
our own path decide.

We call on the dreams
of creature and mortal,

to heal the wound
that worlds divide.

From now on, we each
can create a portal,

and each of us
our own path decide.

What is that?

Something's happening.

I can't believe it.

She's trying
to open the portal.

We call on the dreams
of creature and mortal,

to heal the wound
that worlds divide.

From now on, we each
can create a portal,

and each of us
our own path decide.

Yes.

Marnie!

We did it.
Oh, look, there's Sophie.

No, it's impossible.

Yes. Good job.

That's him.

(gasps)

I don't care how strong
you think you are,

but you could never beat me.

Your only power was the power
to keep us apart, Cal.

And now you don't
have that power anymore.

We don't have to
hate each other.

Just give me back
Aggie's spell books.

Dad was right. You're the enemy,
and you always will be.

You told me you make
your own decisions.

Don't let your father's hate
decide for you now.

Go ahead.

Take the books.
I'd like to watch.

Is good stronger than evil?
Let's find out.

I'm not afraid of you.

I may feel sorry for you
and I'd like to help you,

but I'm not afraid of you.

Marnie, be careful.

Aah!

He'll be back.

And we'll be waiting...
together.

Grandma, will you
do the honors?

Of course, dear.

Oh, Luke.

(reading spell backwards)

Wow, I just had
the weirdest dream.

Was I asleep?

Well, I don't know
who put this all together,

but let's have a big hand

for the best Halloween party
ever, huh?!

Huh? Yeah.

Whoo.

Yeah.

Mom.

You're OK.

Mother.

I don't know if I'll ever
stop you guys from fighting,

but at least you won't
have to fight over me anymore.

I know you both
have things to teach me,

and now I don't
have to choose.

Well, I'm not sure what
I'm going to teach you.

It seems Marnie already
knows more than I do.

Oh, Grandma, we better
go back to Halloweentown
and get rid of the Gray Spell.

Quite right. You coming?

Oh, I don't think so, Mom.
This is my world.

But I guess the kids
can come and visit you
any time they want

now that they've figured out
their way around the rules.

Then you can
expect me for dinner
next Halloween.

You be good, sweetheart.

Oh, you, too, Mom.

Bye.
Bye.

All right, come on.

Let's get you out of here
before somebody gives you
the prize for best mask.

Ya think?
Yeah. You, too.

Trapa.

Trapa.

Trapa.

Trapa. Trapa.

Trapa.

Just try it.

He's busy.

I've got your receipt...
right here.

Trapa.

Wow, talk about going on
a crash diet. Ha-ha.

(cheers and applause)

Yay!
Yes.

What's everybody
so happy about?

Hey, she did it.
She changed it back.

Yeah, check it out.

So this World Wide Web
I've heard about -
Mm-hmm.

Does it involve spiders?

Grandma...
I think it's time

maybe we started
your training.

Ooh, I'd like that.
Yeah.

I'd like that.

♪ Under a cloak of black
and a pointed witch's hat

♪ I saw a face that made
a chill run down my spine

♪ When she
looked me in the eye

♪ She must have hypnotized me

♪ 'Cause the next thing
I remember

♪ I was there,
standing in her lair

♪ Watching as she stirred

♪ And then she looked at me,
and she said these words

♪ Eye of newt
and wing of bat

♪ And a long black whisker
from a big black cat

♪ Spider legs
and wolfhound fur

♪ Bring it to a boil
and begin to stir

♪ Add poison ivy
with a hemlock root

♪ And a thread from
the collar of a vampire suit

♪ Guaranteed
with your money back, too

♪ But be careful when
you mess with witch's brew ♪