After turning Billy’s friends into foes, Rip Stinker releases the Spent’s destructive power throughout Windhollows. Reluctant to continue his father’s quest to uncover Rip Stinker’s evil plans, Billy teams up with friends Wendy Breeze and Teddy Franks on an adventure that will test his courage and friendship.

Secrets are learned, and weakness becomes strength when darkness falls upon Windhollows.