A prince in the 18th Century France lives a life of glamour. However, getting everything his heart desired made his heart turned cold of selfishness and unkindess. An old begger woman (an enchantress in disguise) offers a beautiful rose to the prince in exchange for shelter from a winter storm, but the prince is repulsed with the woman's ugliness and turns her away. The enchantress reveals her true form and turns the prince into a beast after seeing that his heart has no love. The spell is cast all over the castle, including the servants. The enchantress decrees that if he learns to love and be loved in return before the last petal falls then the spell would be broken. Otherwise, he, his castle and his servents would remain enchanted forever.Added by WikiaBot
Years later, the Fantasy team arrives at France, but suddenly the Time Omnitrix goes offline, thus making everyone stuck in the time period until it either comes back online or if they find a mechanic in the local village who can fix it. Worrying that being animals would frighten the villagers, Rae uses the magic from her brooch to change everyone to peasents. Down at the village, a woman named Belle shops for a book as the villagers call her strange and odd. Gaston, the village's hunter and local hero, seeks to woo and marry Belle with the help of his sidekick, Lefou. The team meet Belle, who tells them that her father will be willing to fix the watch.
Unbeknownst to the team, Heath Lynx arrives, wondering how he came here in the first place. He sees Gaston and believes that he can "beat Benny into bits". That didn't happen to what Heath was expecting, so he attempts to speak to Gaston. However, he got knocked out by the flying ball the kids were playing.
The team was introduced to Maurice, Belle's inventor father, who was working on his latest invention that he's going to showcase at the fair farther from the village. Maurice leaves Belle under the care of their home as he rides down to the fair. He got lost and was almost attacked by wolves, but found shelter at the Beast's castle. Lumiere, Mrs. Potts and Chip gave him warmth, but Cogsworth is trying to get Maurice out before the Beast came and later imprisoned in a cold cell.
While the team discussed that Maurice wasn't able to fix the watch, Gaston plans to propose to Belle and marry her off within a minute, but Belle ultimately rejected him. She tells the team that she wanted more than what people planned and to meet someone who understands her. Phillipe, Belle's horse unexpectedly returns with Maurice riding and Belle and the team went to search for Maurice.
At the castle, they found Maurice imprisoned and later meet the Beast, with the shock of another beast exisiting in this world. Belle exchanges her freedom for her father's freedom and Benny insists that they stay with Belle for her sake. They were thrown in the cell as the Beast throws Maurice out. Lumiere suggest to give Belle and the team rooms since they are staying at the castle.
Meanwhile, Gaston remains upset of being rejected and humilated, but Heath walks by to cheer Gaston up. After convincing Gaston that he must never give up, they become the best of buddies. As they celebrate, Maurice barges in, begging for help to rescue Belle from the Beast. The men, never believing Maurice, throw him out of the snow. Gaston developes an idea as Heath and Lefou participate.
Despite being invited to dinner, Belle and the team have no intention of coming in because of the Beast's temper. Benny secretly learns of the spell and the reason why the Beast made Belle his prisoner. Upon watching the magic mirror, the Beast becomes depressed when Belle refuses to get to know him.
Later, the team helps Belle sneak into the kitchen for something to eat. Lumiere and Mrs. Potts lead them into them into the dinning room for a fantasic show and dinner, then Cogsworth takes everyone on a tour of the kingdom. Benny spots a stained glass window with an image of Lionheart and two mysterious figures standing next to him. No one seems to know what the image means. Meanwhile, Belle strays from the group and goes up to the West Wing against the Beast's orders. The Fantasy Team follows her and discover what the Beast is hidden : an enchanted rose. The Beast discovers everyone and, in a fit of rage, scares them out of the castle. Belle and the Fantasy Team rush right into a pack of wolves, but are saved when the Arofighter arrives with Palladon, Tye, Aurora Rose, Sunlight, Talon, Claw, Maggie and Queen Eliza. Also, the Beast comes to Belle's rescue. After the fight, they take him back to the castle where Belle tends to the Beast's wound.
Palladon explains how they found everyone, then Rae and Kairel question why Benny's a beast. Benny refuses to answer, so Queen Eliza tells them the backstory instead. Back at the Village, Gaston and Heath arrange to have the manager of the Maison DeLune lock up Maurice unless Belle agrees to marry him.
Over time, Belle and the Beast become good friends. He gives her his royal library, she teaches him how to feed birds and how to read while everyone else gets the castle cleaned up for a romantic dinner that night. Shortly after the clean-up, the team rediscover the stained-glass window revealing the Lion Spirit and the Moon Princess, as they wonder why they see it now. Later in the evening, everyone is dressed in their best as they all dance while singing a love ballad before leaving Beast with Belle to confess his love for her. Sadly, when she tells him how much she misses her father and when he allows her to see him using his magic mirror, he lets her go to find him. This horrifies the objects, who fear they will never be human again, as well as the Fantasy Team, who worked so hard to help the Beast overcome his torment and his anger. Beast tells Benny that he let her go because he loves her, and Benny volunteers to stay behind while everyone leaves to find Maurice and bring him back to the cottage.
Gaston and Heath arrive shortly with an angry mob. Unless she agrees to marry Gaston, the manager of the local madhouse will lock her father up. Also, Heath insists that Rae be his girlfriend. She turns him down with a slap on the face and Heath offers to let Maurice go if he can "beat Benny into bits." Eventually, Belle proves Maurice sane by showing them the Beast with the magic mirror. In doing so, she also accidently reveals to Heath where Benny is located. When Belle says the Beast is her friend and calls Gaston a "monster", he becomes jealous. Gaston arouses the mob's anger against the Beast, and leads them to the castle to kill him. He and Heath lock Belle, Maurice and the others in the basement, though Chip, who had hidden himself in Belle's baggage, is able to chop the basement door apart with Maurice's machine.
While the servants drive the mob out of the castle, Gaston and Heath find Benny and the Beast and attack them. Heath stops Benny from calling for his battle armor, giving him an unfair disadvantage. The Beast is initially too depressed to fight back, but he regains his will when he sees Belle and the others returning to the castle with Maurice. Rae sends Benny the Primal Sword as Palladon and Tye rush up to the towers and aid Benny in the fight. Eventually, Heath forces them off a ledge, but Benny saves them using his own agility to dodge fire balls and his brute strength to send Heath falling from the castle. After winning a heated battle, the Beast spares Gaston's life, demanding that he leave the castle and never return. The Beast then climbs up to a balcony where Belle is waiting. Gaston, refusing to admit defeat, follows the Beast and stabs him from behind. Simultanously, Heath leaps back up and jabs his sword into Benny's side. Heath is about to finish the job with a powerful flame wave, but Talon and Claw fire electric blasts into Heath's flame, over-powering it and causing it to explode and sending Heath blasting off. Gaston, meanwhile, loses his balance and falls to his death.
While Benny and the Beast are dying from their injuries, Belle whispers that she loves him, breaking the spell just before the last petal drops from the rose. Also, Rae, Kairel, Bruma, Panthy and Teresa use Moon Healing Escalation to heal and revive Benny. The Beast comes back to life and he becomes human again. As he and Belle kiss, the castle and its grounds return to their beautiful, previous state while the servants become human again. The film ends as Belle and the prince dance in the ballroom with her father and the Fantasy Team and the humanized servants happily watching.
- This adventure takes place after the events of Benny, Leo and Johnny's Adventures in the Hunt of the Gemand Benny, Leo and Johnny's Adventures on Zombie Island.
- Heath Lynx makes his appearance on this adventure as a villain, joining forces with Gaston. It is explained that he had stowed away with the adventure team, causing the Time Omnitrix to go offline.
- Talon, Maggie, Claw, Queen Eliza, Aurora Rose, Sunlight, Palladon and Tye (two characters from G. E. Predators) make their first adventure appearances. They show up via the Arofighter.
- Benny's backstory is revealed.
- Before the Time Omnitrix shuts off, the exact date and place can be read as such : NOV 22 1791 PROVENCE, FRANCE.
- The crew find a stained-glass window reflecting the Lion Spirit and two mysterious figures standing beside him. One of them is a mysterious silhouette while the other is The Moon Princess.
- The crew sings "Beauty and the Beast" with Mrs. Potts as well as the pop-version that plays at the end of the movie. Heath also sings "Gaston" with Lefou and the bar men to cheer Gaston up and the two later became buddies.
- During the dance scene, Johnny wears the Prince's garbs from "Cinderella" instead of his "Prince Ali" garbs as seen in previous adventures. Also, Benny wears a blue tuxedo like the Beast's instead of his normal GEP royal garbs.
- Just like Simba in "Alex's Adventures With The Real Ghostbusters: The Halloween Door" and "Simba, Timon, and Pumbaa's Adventures of Buzz Lightyear of Star Command: The Adventure Begins," Lion is anthropomorphized while dancing with Bruma.
- Heath wears his demonic/fire powered armor, that he wore before from Benny, Leo and Johnny's Adventures in the Hunt of the Gem, in his battle with Benny the Beast.
- While searching for Maurice, Johnny accidentally called Maurice his "papa", referencing a scene from Pinocchio.
- This will be Kyle (kylgrv), Bryan (KoraggRules) and Victoria (vcm1824)'s first adventure doing the voices of Rafiki, Palladon, Tye and Queen Eliza.
- Johnny does Muttley's laugh when the Beast saw his silly haircut in the mirror.
- Rae slapping Heath in the face when he tries to make her choose between dating him and sending Belle's father to the Mason De'Lune is reused animation from "The Rival Arrives."
- Heath's blasting off sequence references on Team Rocket's blasting-off gag.
- Aurora Rose gives Benny a communicator watch that rings a tune from the Mighty Morphin Power Rangers' watch.
- This is the first adventure crossover where an adventure team member dies (though it is only temporary).
- This is first episode featuring an animation of Rae's spell, Moon Healing Escalation.
- In RL, Rae was born in 1991, the same year that Beauty and the Beast was released to theaters for the first time.
- This is the first Benny, Leo and Johnny's Adventure episode to feature ending credits.
- This is the last Benny, Leo and Johnny's Adventure episode where LionKingRulezAgain1 does the voice of Lion. All further adventures will have LionheartCaptain voicing Lion instead.
- The storyline continues in Benny, Leo and Johnny's Adventures of Beauty and the Beast : The Enchanted Christmas