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| Anjelica Huston | Miss Eva Ernst/Grand High Witch |
| Mai Zetterling | Helga |
| Jasen Fisher | Luke |
| Rowan Atkinson | Mr. Stringer |
| Bill Paterson | Mr. Jenkins |
| Brenda Blethyn | Mrs. Jenkins |
| Jane Horrocks | Miss Irvine |
| Anne Lambton | Woman in Black |
| Sukie Smith | Marlene |
| Rose English | Dora |
| Jenny Runacre | Elsie |
| Annabel Brooks | Nicola |
| Emma Relph | Millie |
| Nora Connolly | Beatrice |
| Rosamund Greenwood | Janice |
| Angelique Rockas | Henrietta |
While staying at a hotel in England with his grandmother, Helga, young Luke inadvertently spies on a convention of witches. The Grand High Witch reveals a plan to turn all children into mice through a magical formula. When they find that Luke has overheard, the witches test the formula on him. Now, with the help of Helga and the hotel manager, Mr. Stringer, Luke the mouse must fight back against the witches.
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