The Sanderson sisters are witches living in 17th century Salem. Winifred (Bette Midler), Sarah (Sarah Jessica Parker) and Mary Sanders (Kathy Najimy) turn Thachery Binks (Sean Murray) into a black cat and absorb the life force of his little sister. However, they are condemned to death by the locals, but through a spell they return three hundred years later, in 1993. The witches manage to return because Max Dennison (Omri Katz) lights the Black-flamed candle at the sanderson house on Halloween, to prove he isn't scared of local rumors. With the help of his sister Dani (Thora Birch) and is love interest Alison (Vinessa Shaw) he steals the spell-book that the witches need to complete their return and become young again. But the witches want the book back.