Twelve-year-old Bastian Balthazar Bux had lost the wonderful imagination he had as a child somewhere between growing older, watching TV, going to school and playing with his Gameboy. But when his mother dies suddenly, Bastian's limitless imagination is reborn. Bastian comes across a magical book, "The Neverending Story," in a curious little bookstore. Inspired by the book, Bastian creates an enchanted world called Fantasia, inhabited by dragons, dark knights and assorted heroes and villains.