Milo and Tock travel to Dictionopolis, one of two capital cities of the divided Kingdom of Wisdom, and home to King Azaz the Unabridged. They meet King Azaz's cabinet officials and visit the Word Market, where the words and letters are sold that empower the world. A fight between the Spelling Bee and the blustering Humbug breaks up the market, and Milo and Tock are arrested by the very short Officer Shrift. In prison, Milo meets the Which (not to be confused with Witch), also known as Faintly Macabre, long in charge of which words should be used in Wisdom. She tells him how the two rulers, King Azaz and his brother, the Mathemagician, had two adopted younger sisters, Rhyme and Reason, to whom everyone came to settle disputes. All lived in harmony until the rulers disagreed with the princesses' decision that letters (championed by Azaz) and numbers (by the Mathemagician) were equally important. They banished the princesses to the Castle in the Air, and since then, the land has had neither Rhyme nor Reason.