Following Hen Wen's trail, the four companions stumble into the underground kingdom of the Fair Folk who have Hen Wen under their protection. When the kindly King Eidilleg reveals the cauldron's location, Taran decides to destroy it. Eilonwy, Gurgi and Fflewddur agree to join him and Eidilleg's obnoxious right-hand man Doli is assigned to lead them to the Marshes of Morva while the Fair Folk escort Hen Wen back to Caer Dallben. At Morva they learn the cauldron is held by three witches—the crafty leader Orddu, the greedy Orgoch, and the more benevolent Orwen (who falls in love with Fflewddur at first sight). Orddu agrees to trade the cauldron for Taran's sword and he reluctantly agrees, knowing it will cost his chance for heroism. Before vanishing, the witches reveal the cauldron is indestructible, and its power can only be broken when someone willingly climbs into it, which will kill them. Doli angrily abandons the group. Although Taran feels foolish for trading the sword for nothing, his companions show their belief in him; and Eilonwy and Taran almost kiss. Suddenly they are found by the Horned King's minions who followed them. Gurgi runs away before they take the cauldron and companions back to the castle. The Horned King uses the cauldron to raise the dead and his Cauldron-born army begins to pour out into the world.