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the story begins, Dallben has decided that Princess Eilonwy, as one of the few descendents of Llyr, must be sent to distant relatives on the Isle of Mona to train to become a proper lady. Taran, the Assistant Pig Keeper, and his loyal follower Gurgi are sent to escort her to Mona. They get there via a ship "captained" by the incompetent but good-hearted Prince Rhun, who also happens to be Eilonwy's betrothed.

Taran is not quite certain about his feelings toward Eilonwy and he feels out of place, believing it is better that he leaves her with people of her status. While in the stables, he bumps into his old friend Fflewddur Fflam, who has abandoned being a king in favor of wandering as a bard once more. He was originally allowed to stay in the palace, but when the King's Steward, Magg, discovered that Fflewdur wasn't a real bard, Fflewddur was forced to sleep in the stables.

While Eilonwy suffers through lessons of proper conduct, Taran goes to the shoemaker, who turns out to be none other than Prince Gwydion of Don. Gwydion tells Taran that Eilonwy is in grave danger, very likely from the evil sorceress Achren, whom they had previously thought was killed in the destruction of Spiral Castle. Gwydion tells Taran that Eilonwy must be closely watched - the girl has a knack for getting into trouble and this would be most unhelpful.

Soon after, Taran and Gwydion trail Magg and witness him conducting peculiar business on the coast of Mona. The distrust of Magg that developed by this sighting is only reinforced soon after, when he kidnaps Eilonwy. Immediately a search party is sent out under the official command of Prince Rhun. However, King Rhuddlum knows that his son is unfit for command and has actually placed the Master of Horse in control of the search party. The King also asks Taran to keep his son from harm during the search.

During the search for Eilonwy, Rhun separates from the group, causing Taran, Fflewddur Fflam, and Gurgi to separate as well in an attempt to retrieve him. Their efforts lead them in a circle, but the next day, they find Rhun sleeping in a small, dilapidated house. As Rhun readys himself to join the search party, the companions find that the hut is filled with recipes for potions written by someone named Glew. Apparently Glew experimented with these potions on a mountain cat named Llyan. Just as they are preparing to leave, Llyan returns to the house and traps the Companions there: Llyan is larger than most horses and much more aggressive. The party only manages to escape when Fflewddur stays behind playing his harp, only leaving after having lulled the cat to sleep.

After the compainions have met up again, they are found by Taran's pet crow, Kaw, who leads them to the river Alaw and the fresh tracks of Magg and Eilonwy's horses. Along the river, Prince Rhun, true to his nature, manages to slip down a hole. He is followed by the other companions whose efforts to rescue him from above were fruitless. They become trapped after the land above gives way, blocking the entrance, and it is during their attempts to escape that they come across Glew. Glew also drank his potion and is now quite large - however now he can't get out of the cave. He traps the Companions inside a chamber in the cave, then asks them to please help him with a potion by being an ingredient therein. Despite his large stature, Glew is truly pathetic and wallows in self-pity: he complains of an empty book that he bought that was supposedly filled with enchantments.

The party manages to escape, partially thanks to the help of Eilonwy's bauble but mostly due to Prince Rhun's will not to desert his companions. The Company finally reaches the coast of Mona after navigating down the river on a raft. There, they meet Gwydion again, and much of what has happened is clarified. The "empty book" Glew found was actually a book of the House of Llyr's most powerful enchantments, and Eilonwy's bauble - formerly known as the Golden Pelydryn - gives off light so that the spells within the book can be seen. Eilonwy herself is being held captive on Caer Colur, an island and the former home of the House of Llyr. The Companions head out to the island in the middle of the night, and upon disembarking, Gwydion hides the book and the bauble.

Kaw once again renders the company a great service when he discovers the tower in which Eilonwy is being held. Taran climbs to her room, only to find that she has no memory of him or the rest of his companions due to Achren's sorcery. At Eilonwy's cries of distress at finding a stranger in her room, the Companions are apprehended and finally face Achren herself. Rhun inadvertently mentions to Achren that the Companions know where the book and the bauble are, and Achren demands they be given to her. Knowing that Eilonwy's failure to remember him are a great torment to Taran, she tries to cut a deal with him: if Taran gives Achren what she wants, he may be with Eilonwy. At this point, Gwydion tells her where the book and the Golden Pelydryn are, shocking his friends.

However, when Eilonwy takes hold of her ancestral heirlooms, she uses the Pelydryn to obliterate the spells in the book. Achren's last bid for power is finished, and Magg has double-crossed her by beginning to flood the island. The Companions barely escape, Achren in tow. She attempts suicide, but Gwydion foils her. Eilonwy has little memory of the incident, and all is recounted for her. Before leaving the sea, Eilonwy finds a horn, which she gives to Taran to remember her by while she finishes her lessons.