In the mostly empty deserted asylum, one wing of which now houses Mrs. Orlema Groves Orphanage for girls, Mrs. Groves, a sweet old lady, is running out of money. Legend has it when the building was still an asylum there was a young prince who was sent there by his father the king because the prince tried to stop the mistreatment of the poor. Before the prince was confined to the dungeon to die he managed to steal a priceless gem. Three friends, Matilda Lake, Effie Belle Hubbell, and Fannie Clayton, want to find the gem and give it to Mrs. Groves to save the orphanage. But some of the ghosts who haunt the orphanage have different ideas.