Locked in a deserted old English toy shop, Katherine and her stuffy cousin Matthew meet some very special friends. Their fantasy world becomes a nightmare when Master Jack, the evil jack-in-the-box casts a spell and shrinks Katherine to the size of a doll.

Is it a dream come true? Katherine and her cousin Matthew find themselves locked in a toy shop for the night! They make some very special friends, like Ruffles the clown, Henrietta the sentimental hippo, Clarence the rickety clock, Wheelie the truck, and Sarah, an adorable doll. But there is one evil jack-in-the-box, Master Jack, who wants to rule all the toys and make Katherine his queen. With a magic spell, he shrinks Katherine to the size of a doll, intending to keep her that way. The only thing that can save her is if the toys, lead by wooden soldier General Jim, can capture Jack's magic locket before sunrise! This heartwarming animated adventure is also filled with original songs.