As Bastian Balthazar Bux prepares for another day of school, he and his Dad have a conversation over breakfast. Bastian explains that he had another dream about his Mom (who it is assumed has died due to an illness). Bastian's father notes that it seems Bastian has allowed this to cause his mind to stray. Bastian's father relates how he received notes from his teacher that said Bastian was caught drawing horses in class ("Unicorns," corrects Bastian), as well as how Bastian did not try out for the swim team. Bastian also said he wanted to take horse-riding lessons, but his father claims that he seems afraid to even get on one. Bastian's father then heads for work telling his son that he needs to 'keep his feet on the ground,' and pay attention more.
On his way to school, Bastian is chased down by some other kids from school, who demand that he hand over his money. When Bastian claims he doesn't have any, they throw him into a garbage dumpster. Bastian eventually gets out, only to encounter the kids again, who give chase a second time. Bastian loses them by ducking into an old bookstore, where he encounters an old man named Mr Coreander. Coreander scoffs that Bastian most likely is only interested in video games and comic books, but Bastian names off all the 'actual books' he's read. This piques Coreander's interest, and he soon finds out about Bastian's escape from the bullies. When Coreander asks Bastian why he doesn't stand up for himself, Bastian just shrugs his shoulders.
It is then that Bastian notices the book that Coreander is reading. Coreander claims it is a 'special book,' compared to the 'safe books' that Bastian reads. When Bastian asks for more information, Coreander gets up to answer it, but informs Bastian that the story in the book he is reading is 'not for him.' After he leaves, Bastian takes the book, titled "The Neverending Story," leaving a note to Coreander that he will return it later.
Bastian arrives late to school, and upon seeing his class is already taking a test, goes to the school attic. Bastian settles in, and begins to read:
In a dark wooded area, two creatures known as a Night Hob and a Teeny Weeny have stopped to rest. Suddenly, the sound of loud crashing is heard, and a giant Rock Biter arrives on a rock-cycle. He tells the others about something indescribable that is destroying the realm where he comes from in the North. The Night Hob and the Teeny Weeny explain that they have both seen the effects of this strange "nothing" in their parts of Fantasia. The conversation then turns to how each of them has been sent by their people to seek help from the Childlike Empress.
All three then continue their quest to the Ivory Tower. The Night Hob makes his way to the main floor of the structure, where a man named Cairon addresses the crowd, who have come for answers as well. It is then that Cairon explains that the Empress is sick, and that The Nothing seems to be connected to this illness. Cairon also explains that supposedly, a great warrior of the 'plains people' may hold the key to saving their world. They have sent for this warrior, who is named Atreyu.
Cairon and the assembly are surprised when a young boy comes forth, claiming to be Atreyu. Cairon is at first unconvinced, claiming they called for 'Atreyu the Warrior,' not 'Atreyu the Child.' Atreyu claims that he is the only one by this name. Cairon then outlines the request of the Childlike Empress: Atreyu must go on a quest to find a cure for her, and to save their world. Atreyu agrees, and is given the AURYN, a medallion that will guide and protect him.
Atreyu sets out across Fantasia on the back of his horse named Artax. Unknowned to Atreyu, a wolf has emerged from a cave in another realm of the kingdom, and sets out after the two of them.
Atreyu and Artax search through a number of places, but find no cure for the empress. Eventually, they decide to go to the Swamps of Sadness to seek the advice of Morla, the ancient one. As they cross through the swamps, the sadness that lingers in this region eventually takes hold of Artax, who eventually sinks into the swamps, much to the heartbreak of Atreyu (and Bastian).
Atreyu continues on his journey and reaches a giant mountain, surprised whe it suddenly rises up, and Morla the ancient one is revealed to be an enormous turtle creature. The description causes Bastian to scream...which is heard both by Morla and Atreyu. In all the time that he has been alone, Morla has begun talking to himself, and often refers to himself as "we" instead of "I." Morla soon explains that he does not know how to save the empress, but tells Atreyu to seek out the Southern Oracle. However, Atreyu's heart sinks again when the ancient turtle tells him it is 10,000 miles away.
Atreyu trudges back through the swamps, intending to get to the oracle, but slowly, the sadness begins to overtake him. Unknown to Atreyu, the wolf-creature is closing in on him as he sinks deeper into the swamps. Suddenly, a cloud-burst appears in the sky, and a strange creature flies down, plucking Atreyu from the swamps just before the wolf can grab him.
Atreyu soon wakes up some time afterward, finding himself cleaned up. The giant white creature reveals that his name is Falkor, and that he is a luck-dragon. Falkor explains that Atreyu talked in his sleep, and eventually revealed his name and where he wanted to go on his quest. Falkor has brought Atreu 9,891 miles within the Southern Oracle, and Atreyu is soon introduced to two small creatures in a hovel not far from the luck-dragon.
Engywook and Urgl live in the small hovel, and it was through Urgl that Atreyu was cleaned up. Engywook has been studying the Southern Oracle for some time, and eventually, shows Atreyu the first gate to pass through, which is not far from their home.
The first gate is comprised of two large sphinxes with wings, whose eyes will open and zap whoever attempts to pass. Engywook and Atreyu observes a mounted rider attempting to pass, but he is shot down. Atreyu then attempts to make it past, and manages to run through before the sphinxes' eyes zap him. Engywook is ectstatic that Atreyu has made it through, but tells the others that Atreyu must next pass through the Magic Mirrorgate, a large mirror that shows a person what they truly are inside.
Atreyu's journey from the first gate leads him to a snowy landscape, where he finds the mirror gate. Looking into it, Atreyu is shocked to see a little boy sitting in a room reading a book. As Bastian reads this, he freaks out, and throws the book away, before continuing to read.
Atreyu manages to pass through the mirror gate, and comes across the Southern Oracle, who resemble the sphinxes with wings. A voice echoes among them, and they reveal what can save the Childlike Empress: she must be given a new name. Atreyu says he can do this, but the Oracle explains that only a human child can do this, and they can only be found beyond the boundaries of Fantasia. The voice encourages Atreyu to hurry, as the facade of the giant sphinxes begins to crumble.
Atreyu returns to Falkor, and they attempt to find the boundaries of Fantasia. However, the two encounter 'The Nothing,' and Atreyu is knocked off Falkor's back. Atreyu then finds himself washed up on a shore, with the AURYN lost from around his neck. Unaware of where he is, Atreyu wanders the landscape. He soon encounters the Rock Biter, who laments that his little friends (the Night Hob and the Teeny-Weeny) were taken from him by the Nothing, and that he now awaits the same fate.
Atreyu next wanders into a cavern, where he is surprised to see cave paintings that chronicle his journey so far. One he does not recognize is of a creature with green eyes and sharp fangs, and as a sound stirs nearby, Atreyu comes face-to-face with the wolf-creature. It claims it is named Gmork, and then explains the reason why Fantasia is dying: because humans, whose imagination has created the land, have stopped reading, and thus, their imagination is dying along with this world. Atreyu also claims that he must get beyond Fantasia's boundaries to find a human child, but Gmork laughs at this, claiming that Fantasia has no boundaries.
Eventually, Gmork claims he is a servant of 'The Nothing,' and was sent to kill the person meant to stop it. Atreyu then grabs a wooden shank, and yells for Gmork to attack him, revealing his name to the creature. Gmork lunges at Atreyu, who manages to kill the creature.
After he has done so, the force of 'The Nothing' finally begins to tear the land Atreyu is on apart. Atreyu clings to a tree, crying out for Falkor. Falkor has finally found Atreyu, as well as the AURYN, and saves him.
The storm that Atreyu was caught in was the end of Fantasia, with nothing remaining of the land but small fragments floating in a black space. Atreyu sadly admits that he has failed, but wonders if the Ivory Tower might still exist. Using the AURYN, he requests that it lead the two of them to the Ivory Tower if it still stands. The AURYN does so, and the tower can be seen still in one piece, floating on a piece of land in the void.
Atreyu ascends to meet the Childlike Empress, who asks why Atreyu is so sad. Atreyu claims he failed, but the empress says that he has brought the human child with him. The empress claims that Atreyu's journey was necessary for the human child to follow along with their adventures.
Bastian cannot believe that they are talking about him, but the empress soon reveals revelations regarding the bullies that chased him, as well as the bookstore. Eventually, a large tremor shakes the tower, and Atreyu is injured. The empress pleads to Bastian through the book to say her name, as this will save her and their world.
Bastian is torn, as he seems to be giving into a flight of fancy, rather than keeping his feet on the ground as he said he would do for his father. Finally, Bastian calls out the name for the empress, and the attic of the school goes black.
Suddenly, the empress' voice rings in his ears, and Bastian finds himself face to face with her. In her outstretched hand, she holds a 'grain of sand,' the last remains of Fantasia. She entrusts this to Bastian, and says that through his imagination, Fantasia will live again, as long as he keeps wishing.
Bastian then begins to wish, and finds himself on Falkor's back, flying through the landscape of Fantasia, seeing it returned to normal. Falkor then asks Bastian what his next wish is. Bastian thinks, and the whispers into the giant dragon's ears, causing the creature to chuckle loudly.
Back in the ordinary world, the bullies are shocked when Falkor and Bastian come flying down from the sky, chasing them down an alley. One of the bullies falls into a clump of garbage, while the others jump into the same dumpster that they had put Bastian in. Falkor swoops upwards, laughing victoriously.
A closing narration explains that Bastian made many more wishes and had many more exciting adventures before finally returning to the ordinary world...but that's another story.
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