Mildred arrives for her second year at Cackle's in a positive mood. There's a new intake of young would-be witches one of whom, Sybil Hallow, is afraid of everyone including Mildred! In an attempt to be kind to Sybil, Mildred only seems to make matters worse. Meanwhile, an argument is going on in the staff room between Miss Bat and Miss Drill about who is to be the second year class mistress!