A magic mirror, with a face resembling Cab Calloway, proclaims Betty Boop to be "the fairest in the land", much to the anger of the Queen (who resembles Olive Oyl). The Queen orders her guards Bimbo and Koko to behead Betty. With tears in their eyes, they take Betty into the forest and prepare to execute her. Betty escapes into a frozen river, which encloses her in a coffin of ice. This block slips downhill to the home of the seven dwarfs, who carry the frozen Betty into an enchanted cave. Meanwhile, Koko and Bimbo fall down a hole and arrive at the same cave (with the Queen, who turned herself into a Witch), where the evil Queen turns them into grotesque creatures as they sing the St. James Infirmary Blues. With her rivals disposed of, the Queen again asks the magic mirror who the fairest in the land is, but the mirror explodes in a puff of magic smoke that returns Betty and Koko to their normal states and changes the Queen into a hideous monster. The queen monster chases the protagonists until Bimbo grabs its tongue and, with one mighty yank, turns it inside out, leaving the skeleton monster to flee away. Betty, Koko, and Bimbo dance around in a circle of victory as the film ends