 In August of 1940 in the English village of Pepperinge Eye, three cockney orphans are sent to live with Eglantine Price (Angela Lansbury), who is studying to become an apprentice witch. When she receives a letter from the Correspondence College of Witchcraft in London, she and the children fly on a bed (by way of a magic bedknob) to London to meet the headmaster of the defunct school, Emelius Brown (David Tomlinson). At a townhouse where Mr. Brown is staying, Miss Price finds half of a book called THE SPELLS OF ASTOROTH. For the other half, they deal with a shady character known as the Bookman (Sam Jaffe).