A childless Queen (Morgan Fairchild) and her King (David Holliday), are given a magical potion by a kindly elf (Kenny Baker). When the beautiful Princess Rosebud is born, all the fairies in the land are invited to a christening to bestow their gifts upon the child. However, the evil Red Fairy (Sylvia Miles) is left off the guest list because there are only eight golden dinner plates and nine fairies in the kingdom. Enraged, she crashes the christening ceremony and curses the Princess to prick her finger on the spindle of a spinning wheel and die. The wise White Fairy (Jane Wiedlin), who was tardy and therefore unable to bestow her gift, changes the curse into a spell in which the Princess will fall into a deep sleep for one hundred years and be awakened by the kiss of true love. Meanwhile, the King orders that all the spinning wheels in the kingdom to be destroyed, except for one which is hidden and seemingly forgotten, to try to save his daughter from the fearsome curse.
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 Princess Rosebud (26-year-old Tahnee Welch) into a secluded old tower room and tricks her into pricking her finger. The evil curse is complete, and Rosebud falls into an enchanted slumber. The White Fairy uses her magic to put everyone in the castle to sleep and cover the castle in thick vines. One hundred years pass, and a handsome Prince comes to the castle and wakes Rosebud with a kiss. Princess Rosebud and her Prince are married and they live happily ever after.