When Rupert and his friend Amelia find the new substitute teacher doing odd things, they discover that she is actually a witch with a magical talking cat who sought them out in order to stop an evil coven of witches from destroying her.
| Actor | Role |
|---|---|
 Janet WaldoMiss Switch (voice) | Miss Switch (voice) |
| EEric TaslitzRupert P. Brown III (voice) | Rupert P. Brown III (voice) |
 Nancy McKeonAmelia Matilda Daley (voice) | Amelia Matilda Daley (voice) |
 June ForayBathsheba / Saturna (voice) | Bathsheba / Saturna (voice) |
 Frank WelkerHector (voice) | Hector (voice) |
| PPhilip TanziniBanana (voice) | Banana (voice) |
| AAlan DinehartCaruso (voice) | Caruso (voice) |