One day Anpanman finds a big cloud over the sea, home to the School for Witches. One of the students, Lyrica, makes friends with Anpanman and leaves to join his gang. One night Baikinman and Dokinchan sneak into the teacher's room and steal the magic book, stick and glasses. Baikinman uses great magic, making the school a dark world. Will Lyrica come back to her school and friends ...?