Billy Smith is a typical teenage boy.He has many friends who he would rather hang out with than babysit his two kid sisters;Molly and Carol Anne.One night,Billy's parents go out to dinner and leave him in charge of his baby sister; Carol Anne.At first,he thinks that this'll be another boring Saturday night of babysitting,but tonight will be anything but.Just as Billy puts his baby sister;Carol Anne to bed in her crib,a port-hole into another dimension opens up in the baby's nursery-closet and an ugly hag of a witch snatches Carol Anne out of her crib and darts off into the port-hole.William dutifully follows in hot pursuit and now he must band together with a young knight and eventually a wizard to get Carol Anne back before the wicked witch, named Bedelia,uses her in a wicked plot to get her youth and beauty back by sucking Carol Anne's life-force out of the tyke.Billy must race against time or lose his baby sister forever.