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While running from the witch, Jimmy trips and falls getting knocked out. When he comes too he can't remember anything not even his own name. The rest of this story is a series of flash back as first Pufnstuf and the good guys try to jog his memories. When Jimmy wanders off and meets up with the evil trees, they bring him to Witchiepoo who then gives it a shot. Jimmy finally remembers when pieces of the castle ceiling hit him on the head
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Witchiepoo challenges incumbent Pufnstuf in a mayoralty election.
Witchiepoo receives a message from Head Quarters announcing that “Boss Witch” is coming to Living Island for the first time for an inspection. She divises and evil plan to impress Boss Witch
Dr. Blinky plots to use a love potion on mean old Witchiepoo to transform her into a kind and lovable Witch.
Freddie the Flute is accidentally turned into a mushroom while he and Jimmy are on a picnic.. Jimmy, Pufnstuf and friends must devise a plan to get the spell from Witchiepoo that will return Freddie to normal.
Jimmy, Freddie and Pufnstuf are summons to Grandfather Clock, he tells them he has fixed the Time Machine and is able to set it to the day before they arrived on Living Island. Jimmy says a quick goodbye and locked in the Time Machine.
When Horsey accidentally eats Freddy, Pufnstuf and Jimmy rush him to Dr. Blinky's. Dr. Blinky is unsure how to remove Freddy from Horsey's stomach.
A new dance sweeps Living Island. Witchiepoo hides in a giant cake and grabs Freddy Flute. To rescue him, Judy Frog distracts the castle guards with the dance while Pufnstuf and Jimmy recover the flute.
Ludicrous Lion has a kite-flying contest for whoever on Living Island can fly a kite the highest. The grand prize:100 gold buttons (which is the Living Island currency). Jimmy and Freddy want to enter the contest, giving Pufnstuf the idea to build a great big box kite for Jimmy and Freddy to fly home in. Dr. Blinkey helps build the kite by using a special glue of his that sticks things together instantly (even Cling and Clang). Witchiepoo sees this happening and she disguises herself as a Campfire Granny giving away free samples of candy that contains knockout drops. Fortunately Freddy and Cling weren't able to eat any and they escaped the witch, but after she left, the kite was destroyed. Freddy and Cling wake up everyone and they start to rebuild the kite. Later Jimmy and Freddy are on their way home via the box kite, unfortunately, Witchiepoo, Orson, and Seymour fly by on the vroom-broom, destorying the kite again. Jimmy and Freddy make back down safe, but the West Wind blows grusome twosome back to the castle crashing the Vroom-Broom.
Its Jimmy's birthday and Pufnstuf throw's him a party. The witch and her two henchmen arrive disguised as the music group The Three Lemons and blow laughing gas making everyone laugh themselves uncurious then the witch takes Freddy back to the castle. Orson accidentally gases himself and falls face first into a plate of candy making him look like he has Spotidious. The gang use this ploy to gain entrance to the castle and rescue Freddy.
Pufnstuf buys a map that gives clues where to find the 3 pieces of a key to the Magic Golden Escape Door. Witchiepoo see them on her viewer and plants fake direction signs that lead them to her dungeon door trapping Pufnstuf in the dungeon. Jimmy uses a sound effect machine to help save Pufnstuf.
Pufnstuf's movie star sister arrives to make a movie. This gives Puf the idea of keeping the witch busy by making her a stand in so Jimmy and Freddy can sneak into the castle and escape on the witches vroom broom. The witch figures out what's going on and races back to the castle. Having trouble figuring out how to work the vroom broom Jimmy is delaied long enough for the witch to find him and stop his escape on the broom.
Jimmy tries to steal Witchiepoo's boat. Whitchiepoo turns him into a mechanical boy, programmed to steal Freddy for her. Pufnstuf brings Jimmy to the Clock People to erase the time spell. While at the Clock People, Whitchiepoo steals Freddy from Dr Blinky's house. Jimmy makes the house sneeze and Freddy is flown safely into his arms...as Whitchiepoo loses her clothes.
Pufnstuf and Jimmy visit Ludicrous Lion to find a way off the island. Ludicrous suggests a supersonic pogo stick. But, they don't have enough buttons to pay for it. To raise buttons(buttons are legal tender on Living Island), the gang puts on a talent show. Witchiepoo and her two sidekicks pretend to be an act called "The Three Oranges"
Freddy the flute gives himself up to Witchiepoo, in order to save Jimmy from harm. Pufnstuf and Jimmy build a bird on wheels, much like a "Trojan Horse" to get into Witchiepoo's castle and save Freddy.
Jimmy is lured from his home to Living Island by the evil Witchiepoo. She uses her magic boat to capture Jimmy and Freddie (the magical talking diamond crusted golden flute!). Once on the boat, the skies grow dark, and with a wave of Witchiepoo's wand....the boat...attacks.
