Mr Benn is asked by a Queen to change her husband's appearance, feeling he is not Kingly enough. However, the spells cast by Mr Benn do not turn out as expected, and Mr Benn eventually convinces the Queen that how the King looks is not important.

Little Princess Annabella refuses to eat. Mr. Benn realises she is lonely, and helps her find her appetite by inviting all the city's poor hungry children to the Palace for a feast.