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Bruce and Diana are madly in love and Penelope finally realizes that there’s nothing she can do about it. She hands the opal to her mother, allowing Bruce to reveal who he really is. He proposes to Diana and she accepts.
Diana joins the environmentalists with Otto because he claims to be a greenie, but it’s just a trick to steal the opal from Penelope. Otto manages to get the opal. He wishes to be the king of England. When he becomes the king, he puts Lady Diana, Darlene and Mossop into the dungeons. Bubbles has a plan to end Otto from being a king.
Penelope is shocked when her mother decides to enter their whole family in the Townsville Country and Western Music Festival. Penelope is afraid that she might collapse on stage, but Otto and Conrad think that if she collapses they might be able to get the opal from her. Mossop finds the opal and starts making wishes, not knowing that they will all come true.
Mr. Repo arrives at the Private Collection Of Artifacts exhibition. He has a warrant to take the opal from Penelope. He says that Penelope’s great, great grandfather, Sir Claude, stole the opal when it was on display. Conrad and Darlene also want the opal. Penelope wishes for everything to be sorted out.
Penelope is desperate to have a boyfriend because she wants to show Marcia and Sophie that she has one. She spots a young teenager, Montgomery St. Ives, and wants him to be her boyfriend. She wanted to get him without the help of the genies, but when she realizes that he is a cad, she turns to Bruce for some help.
The wedding is still on and Penelope couldn’t be happier because her mother isn’t marrying Bruce. Penelope really wants to help with the wedding, but she’s so busy with school, so she wishes for a double. Bruce discovers that Nigel isn’t marrying Diana because he loves her; he’s only marrying her because of her money. Now he has to convince Penelope to stop the wedding.
Back in England, Lady Diana is proud to accept Nigel’s marriage proposal. Penelope would love to help with the wedding, but she can’t because one of her wishes has backfired and she’s been turned into a baby. Penelope still has the opal, but since she’s a baby, no one can understand what she’s wishing for.
Penelope goes on an excursion with her school, but the school is left without any food or water. Marcia steals the opal from Penelope because she doesn’t want Penelope to help the school.
Lady Diana thinks that Bruce has been kissing her friends because Penelope said something. Penelope wishes that everyone would tell the truth. When Penelope tells Diana that Bruce didn’t kiss any of her friends, Diana hands the opal over to Bubbles. He wants to spread the message of honesty everywhere and by doing so, he becomes Baba Bubbles. Bubbles wishes that everyone would lose their possessions. They do, but they also lose their clothes and Penelope becomes the owner of the opal again.
Penelope wishes for the school to be destroyed because she got a bad result in an exam, but she doesn’t realize that her mother has a meeting at the school. As she was about to change her wish, the genies disappear and arrive back with the master from the past, Murray. Penelope and Murray are in a hurry to chase the sun because they’re making sure that they don’t change the past in order for the future not to be affected.
Conrad trains a parrot to steal the opal from Penelope in order to show Otto that he isn’t dumb. Conrad manages to get the opal and goes to Bubbles for advice. Penelope agrees to give Bruce half an hour alone with her mother only if he helps her get the opal back from Conrad.
Even thought Lady Diana can’t remember Bruce’s proposal, she falls in love with him again. Penelope doesn’t believe that her mothers love for Bruce is real and believes that Bruce is using his magic to make Diana fall in love with him. Penelope wishes that Bruce were human for a day. While Bruce struggles life as a human, Penelope gets Baz to grant her a wish. She wishes for a lovely dinner with Prince Umberto.
Bruce can’t wait to tell Lady Diana that he wants to marry her, but first he must reveal his true identity. Lady Diana has been wearing the opal for a long time now and she believes that it brings her good luck. When Bruce finally asks her to marry him, Diana wishes the moment last forever, but she is in a trance. Diana can’t remember anything, including Bruce’s proposal, when she's freed from the trance.
