Ten years later, a young bookworm named Belle is bored of her village and seeks excitement. Due to her nonconformist ideals, she is ridiculed by everyone but her father Maurice and an arrogant, muscular hunter named Gaston. Despite other women flirting with him and many men admiring him, he is determined to marry Belle. She repeatedly rejects his advances.
Hubie, Marina and their friends are revealed to be staying with Belle and her father. Drake is also revealed to be spying on them, and after seeing Gaston fail to please Belle, he plots yet another scheme to capture Marina and make her his wife.
Maurice and his horse Phillipe get lost in the forest while traveling to a fair to present his wood-chopping machine. After being chased by a pack of wolves, he comes across the Beast's castle. Inside, he meets Lumière the candlestick, Cogsworth the clock, Mrs. Potts the teapot, and her son Chip the teacup. However, the Beast quickly discovers and detains Maurice.
Meanwhile Phillipe leads Belle, Hubie, Marina and their friends to the Beast's castle, she offers to take her father's place and Hubie places in that if she stays, he and his companions stay too. The Beast accepts the offer despite Maurice's objections. While Gaston sulks over Belle's rejection, Drake meets him and cheers him up. Suddenly Maurice returns to town and is unable to convince the others to save Belle from the Beast.
At the castle, Hubie, Rocko and Bonkers overhear that the Beast is under a spell and after the Beast angrily refuses to let Belle have any dinner that night after she refuses to dine with him, they quickly gather Marina and the others to tell them. Later on, Lumière offers Belle, Hubie, Marina and their friends a meal and entertainment.
While Lumiere and Cogsworth also give the group a tour of the castle, they wander into the forbidden West Wing. The beast accidentally chases them into the forest by frightening them out of anger and they encounters the pack of wolves. After the Beast is injured while fending them off, Belle thanks him for saving her and her friends life. He begins to develop feelings for her while she nurses his wounds and he delights her by showing his extensive library.
Hubie, Marina and their friends reveal to the enchanted objects that they know of the Beast's needs and agree to help out. Beanie accepts even though he thinks love is mushy,
While Belle and the Beast begin to bond, Gaston and Drake pay Monsieur d'Arque to send Maurice to the town's insane asylum if Belle and Marina refuse their proposals again.
While sharing a romantic evening together, Belle tells the Beast she misses her father. He lets her use his magic mirror to see him. She sees Maurice dying in the woods trying to rescue her. The Beast lets her and the others go out to save him and he gives her the mirror to remember him by.
Belle, Hubie, Marina and theirs friends find Maurice and bring him home. As Gaston and Drake are about to bring Maurice to the insane asylum, Belle proves Maurice's sanity by showing the Beast with the magic mirror. Realizing Belle loves the Beast, Gaston convinces the band of villagers that the Beast is a man-eating monster and leads them to the castle to kill him. He confines Belle and Maurice to their basement. Drake, however was unable to spot Hubie and his friends who were still hiding in the house. After they leave, Bonkers pulls out a blow-up balloon car and drives them to the castle, before the mob arrives first.
Having stowed away into Belle's baggage, Chip manages to her and Maurice.
While the enchanted servants fend off the villagers, Gaston slips past to find the Beast. Drake knocks out Hubie, grabs Marina and takes her up the highest point of the castle to force marriage upon them. Petra, Beanie and Timmy wake Hubie up and he chases Drake.
The Beast initially is too depressed to fight back at Gaston, though perks up after seeing Belle return to the castle. He battles and defeats Gaston in battle on the rooftops, though spares his life by ordering him to leave. Hubie even decides to spare Drake's life. When the Beast and Hubie reunite with Belle and Marina, Gaston and Drake stabs them, only for Gaston lose his footing and die. Drake however is blasted into the sky by Pikatwo's Thunderbolt.
While Marina cries for Hubie (and blames herself for everything), Belle professes her love for the Beast, who dies before the last rose petal falls. With the spell broken and Marina's undying love, the Beast is revived into his human form, Hubie is brought back to life, and each of his servants also resumes their human form. Belle dances with him in the ballroom. Bonkers even asks Fawn to marry him (as he had been trying to do throughout the whole adventure), and she happily agrees.