A childless Queen (Morgan Fairchild) is given a magical potion by a kindly elf (Kenny Baker). When the lovely Princess Rosebud is born, all the fairies are invited to bestow gifts upon the child. However, the fearsome Red Fairy is left off the guest-list because there are only eight special golden dinner plates and nine fairies in the kingdom. Enraged, she crashes the christening ceremony and curses Rosebud to a premature death from the prick of a spindle. The wise White Fairy, who was tardy and therefore unable to bestow her gift, remedies the curse by changing the death to a hundred years sleep, and the awakening of Rosebud with the kiss of true love. In the meanwhile, all spindles are banned from the kingdom, except for one which is hidden and seemingly forgotten.
In the passing years, with all the clothes in the kingdom dissolved to rags because of the absence of spindles and sewing-needles, the King and Queen travel to the far reaches and bring back reams of fabrics. During their absence, the Red Fairy lures a teenage Rosebud (26-year-old Tahnee Welch) into a secluded old tower room and tricks her into pricking her finger. The White Fairy uses her magic to put the rest of the castle's inhabitants to sleep and cover the castle in thick vines. One hundred years passes and a handsome Prince comes to the castle and wakes Rosebud with a kiss. They live happily ever after.