Made to feel out of place her entire life, introvert-by-necessity Suzanne just wants to make it through the rest of high school. Humiliated by the popular crowd and forced to play the perfect, obedient daughter by her family, Suzanne strikes back, sneaking out with her best friend Molly to the Valentine’s Day dance.

Ambushed by a menacing figure who names itself the Shadow Man, Suzanne and Moll seek refuge in the school, but find the DJ dead. Fleeing the other students and teacher that have become living zombies, they trigger a treacherous magical gateway. Navigating its pitfalls, they find their way into another world called Valencia with the help of elf Danny and unicorn Millicent, who pledge their help returning the teens home, if Molly and Suzanne will help them in return to rid Valencia of evil.

For two warring malicious forces are fighting to rule Valencia: the dark sorcerer Raven, and his son, who is none other than the Shadow Man. After killing Valencia’s creator, the sorcerer Gellwin and his wife Ellora, and imprisoning their son Fabian, Raven and Shadow Man have bent the once fairytale world into the stuff of nightmares, trying out each new spell they discover on its inhabitants with horrifying results. The inhabitants of Valencia live in hiding, clinging to a two-part prophecy which they believe heralds their eventual freedom:

“When the unbidden human comes

The two shall split, uniting one

All will be healed, or made undone

While the river flows, the heir has won.” …

“Two shall fall, and one shall rise.”

With no other way to return to their world, Molly and Suzanne agree to help. As Molly and Danny go in search of Ellora’s lost necklace, rumored to bring thought into being, Millicent and Suzanne head in the opposite direction to Spiderweb Castle in search of Raven’s magical staff, discovering a transformed Jake, Danny’s brother and Gellwin’s once-apprentice.

Once inside Spiderweb Castle, Suzanne is able to turn Jake elven again, and right most of the transformation of Valencia before being captured by Raven, her soul ripped from her body. Jake and Millicent mount a daring rescue, but will it be in time?