The Dream Witch wants the heart of Princess Olivia. Until she has it none of the kingdom's children are safe. Olivia's parents seek help from the Prince Leo of Pretonia and his uncle, the Duke of Fettwurst, but the treacherous duo seize their castle instead. It is up to Olivia to defeat the Dream Witch, Prince Leo and his uncle. She makes a daring escape from her turret cell and races to the forest to take on the Dream Witch in her underground lair. Two friends are by her side: the peasant boy Milo and a curious talking mouse with a surprising past. Together they must face danger and fantastical adverseries to lift the Great Dread, save their families and resuce a kingdom.