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While hiding in the attic from their uncle Donald Duck's, Donald's triplet nephews Huey, Dewey and Louie, discover an old book. The book, which turns out to be magical, transports the triplets to Storybook land. In Storybook land Huey, Dewey and Louie are captured by Baron Pete, who plans to take over the real world. Mickey and Donald are told what happened by the fairy of Storybook land and therefore decides to enter the book in order to find the duckling brothers and stop the evil Pete once more.