Zarel takes Prince Charles to the painter Zore to have his portrait done. At the same time, Catherine and Jeanne refuse to have their portraits done by anyone but by the best. Cinderella goes in search of her mother's favorite painter, Zore. While Zore refuses to paint her sisters without 100 gold pieces, he demands to paint Cinderella. As he paints, he uses the dark arts to slowly take her soul. Cinderella grows weaker. With the help of Patch, Cinderella escapes. But Charles is still in danger...