Among the guests are three good fairies: Flora, Fauna, and Merryweather, who have come to bless the child with gifts. Flora and Fauna give their blessings (beauty and song, respectively) before the evil fairy named Maleficent appears. Angered upon not being invited to the christening, Maleficent curses the princess, proclaiming that before the sun sets on her sixteenth birthday, she will prick her finger on the spindle of an enchanted spinning wheel and die. After the witch leaves, Merryweather uses her blessing to alter the curse so that instead of dying, Aurora will fall into a deep sleep from which she can only be awakened by true love's first kiss. King Stefan, still fearful for his daughter's life, orders all spinning wheels in the kingdom to be burned. The fairies don't believe that will be enough to keep Aurora safe, and so they along with Skunk and friends spirit baby Aurora away to a woodcutter's cottage in the forest until the day of her sixteenth birthday.
Years later, Aurora, called Briar Rose by the fairies, has grown up into a beautiful and young girl. On the day of her sixteenth birthday, Pig suggests Rose to gather berries in the forest so the fairies can prepare a surprise party for her. Meanwhile, Maleficent, in frustration; has her scouting raven to search for Aurora after her bumbling demon soldiers fail to do so. In the forest, Rose's beautiful singing voice attracts the attention of Prince Phillip, now a handsome young man. They instantly fall in love, unaware of being betrothed years ago. Rose asks Phillip to come to her cottage that evening to meet her family.
Having difficulty sewing together a gown for Rose, the fairies resort to magic and Flora and Merryweather get into a fight over the color, blue or pink, of the gown. The magic battle, with puffs exiting the chimney of the cottage, attracts Maleficent's raven attention. When Rose and the animals arrive, the fairies tell her the truth about her royal heritage, and that she has been promised at birth to be married to a prince. Heartbroken, Rose leaves the room. Overhearing this, the raven goes to inform Maleficent. Meanwhile, Phillip tells his father of a peasant girl he met and wishes to marry in spite of his prearranged marriage to Princess Aurora. King Hubert fails to convince him otherwise, leaving him in equal disappointment.
The fairies and animals take Aurora back to the castle that evening. Maleficent along with Baboon appears, and magically lures Aurora away from the fairies and tricks the princess into touching the spinning wheel in a tower. Despite efforts to stop her by the three fairies, Aurora pricks her finger, completing the curse, and falls into a deep sleep. The good fairies and animals put Aurora on a bed in the highest tower and cast a gentle spell on the people of the kingdom, causing them all to fall asleep until the spell on their princess is broken. From King Hubert's conversation with King Stefan, Flora realize that Prince Phillip is the man with whom Aurora has fallen in love. However, he is ambushed and kidnapped by Maleficent, her minions along with Baboon and the Ninja Monkeys at the cottage. They take him to Maleficent's castle on the Forbidden Mountain and imprison him in the dungeon. Maleficent shows Phillip that the peasant girl and the now sleeping Princess Aurora are one and the same. She plans to keep him locked away until he's an old man on the verge of death, then release him to meet his love, who won't have aged a single day.
After Maleficent returns to her tower, the fairies and animals arrive at Maleficent's castle, where they narrowly avoid being spotted by Maleficent's guards and the Ninja Monkeys along with Baboon and Maleficent herself. Luckily, they find and release Phillip, arming him with the Sword of Truth and the Shield of Virtue. The fairies and Phillip then proceed to escape the castle. In the process, Merryweather also turns Maleficent's raven to stone, but the raven caused enough noise to catch Maleficent's attention to the escaping prince. After Phillip, the fairies and animals escape the castle, Maleficent tries to stop them with a series of attacks, and even conjuring a forest of thorns, but all attempts fail as Phillip cuts his way through. She then teleports herself to the gate to the castle and transforms into a gigantic dragon to battle the prince herself. The battle continues on a cliff, where Phillip loses his shield. After an intense fight, Phillip throws the sword, blessed by the fairies' magic, directly into Maleficent's heart, causing her to fall to her death. Baboon and the Ninja Monkeys horrified at what has happen flee in fear.
Now that Maleficent has been destroyed, the branches of thorns disappear, leaving the gate to Stefan's castle wide open. Phillip dashes in and, upon seeing the tall tower that Maleficent showed earlier, heads upstairs. At the top he finds his true love, Aurora, still under the sleeping spell. He awakens Aurora with true love's first kiss, finally breaking the curse and waking up everyone in the palace. The royal couple descends to the ballroom, where Aurora is happily reunited with King Stefan and Queen Leah, her parents (aside Hubert's confusion). Flora and Merryweather resume their argument over the color of Aurora's dress, changing it to pink and then blue as Aurora dances with Phillip. Princess Aurora and Prince Phillip live happily ever after.