Kosuke Ueki is a Power User with the ability to change trash into trees, a gift bestowed by his king candidate Kobayashi. He fights in a tournament against other Power Users to decide the next King of the Celestial World.
Ueki takes on Robert Haydn, the strongest Power User who can manipulate gravity using his bubbles. Robert is too strong for Ueki and prepares for the killing blow.
Mori and Mr. K discover that Ueki was actually a heavenly being sent to Earth as a baby. Meanwhile Ueki turns on Alessio Juliano, who can turn dirt into scythes.
Tenko and Rinko give Ueki some time to heal, fighting off Ogre who can turn a bamboo sword into hedge clippers, Becky Wolf who can turn BB bullets into meteorites, and Taro Myojin who can turn whistles into laser beams.
Ueki removes his celestial powers so he can master his Level 2 Power, but unfortunately must battle Barrow, who can change an image from the past into current reality.