With Aggie and Gwen frozen by the demon, Marnie, Dylan, and Sophie are on their own. Marnie decides to finish the spell that Aggie started in order to make the talisman work. After a few faulty attempts, Marnie and Sophie get the talisman to light up by combining their powers and working together. The children then return to the theater where the demon has imprisoned all the frozen townfolk. When the talisman doesn't seem to work, Marnie figures that it needs to be installed inside the giant pumpkin in the town square. Before she can get into the pumpkin, however, the skies open up and the demon appears. After a rousing speech in which he urges the Halloweentown community to join him in reclaiming their right to live in the mortal world again, he shows his real face...that of Mayor Kalabar (Robin Thomas)...and calls for Marnie to return the talisman. When Kalabar sees Marnie winding her way through the crowd, he goes after her, hitting her with bolts of magical lightning. Marnie falls to the ground, revealing that it's really Luke (Phillip Van Dyke) wearing Marnie's cape. Meanwhile, Marnie has made her way to the giant pumpkin and is just about to install the talisman when Kalabar hits her with a bolt of magic, causing her to faint. She comes to just in time to drop the talisman into the pumpkin where it falls into place. Not about to be undone, Kalabar casts a spell that brings the talisman to him. Aggie and Gwen link hands to defeat Kalabar, but they aren't strong enough until Marnie, Dylan, and Sophie join the link. Together, they cause the talisman to float over to Aggie (who replaces it in the pumpkin), and Kalabar disappears in a poof of lightning. Marnie catches up with Luke, who has returned to his troll form. She kisses him in thanks for his help, apologizes to her mother, and Gwen asks Aggie if she would like to come live with them. In the final scene, the Cromwell-Pipers, all five of them, board the bus, and Luke drives them back to the mortal world.