While enjoying a fishing trip on Never Land, Jake and his crew receive a message in a bottle from the Pirate Princess's pet sea serpent Cecilia The Wicked sea witch has return and plans to turn the Pirate Princess into a gold statue once more.Izzy and the crew soon arrive on Pirate Princess Island to protect the Princess Izzy disguise herself as the princess while the real princess, Jake, Cubby and Skully await for the witch arrival so they can transform her into a nice witch with the Rainbow Wand. Captain Hook and Mr. Smee sneak into the Pirate Princess's palace looking for treasure but are later cast out of the palace.The Sea Witch arrives in a black cloud and confronts the Pirate Princess, who reveals to be Izzy in disguise. Just then, Captain Hook arrives disguised as the Pirate Princess in an attempt to steal the princess's diamonds. The Sea Witch falls for Hook's disguise and transforms the captain into a golden statue.
The real Pirate Princess finally appears, and tries to zap the Sea Witch with her rainbow wand, which will turn the witch into a good witch. Unfortunately, the rainbow blast misses, and the witch strikes back and uses her magic to blast the rainbow wand out of the princess's hands. Jake and his crew distract the witch while the Pirate Princess retreats to the safety of her room. However, the witch fogs the room with black clouds, confusing Jake and the crew. In the mean time, the Witch heads into the Princess's room via her opened window.
The witch prepares to blast the Pirate Princess right before Jake and his crew arrive with the rainbow wand. Izzy throws over to the Pirate Princess and the latter finally blasts the Sea Witch, transforming her into the beautiful Misty the Wonderful Witch.