Long ago, two rival kingdoms sat side by side: The human kingdom, ruled by a power-hungry king, and the Moors, a peaceful place inhabited by many gentle supernatural creatures. One resident of the Moors is Maleficent (Isobelle Molloy), a young fairy girl with enormous wings, who acts as a guardian for the other magical beings.
Young Maleficent is alerted by three small fairies, Knotgrass (Imelda Staunton), Flittle (Lesley Manville),and Thistlewit (Juno Temple), that a thief has been apprehended by the forest guards at the borderline of the Moors. The thief, a human boy called Stefan, returns the jewel he had taken and explains that he is an orphan with no real home. Maleficent forgives him and the two strike up a friendship that lasts for several years. On Maleficent's sixteenth birthday, Stefan gives her "true love's kiss," but then abandons her to pursue his thirst for power in the King's inner circle.
When Maleficent is grown (now Angelina Jolie), she is the primary guardian of the Moors. King Henry (Kenneth Cranham) leads his army to conquer the Moors for the human world, but Maleficent victoriously counter-attacks with her band of magical creatures. King Henry is mortally wounded in the battle, and makes known his hatred for the winged woman who defends the Moors. Having only a daughter for an heir, King Henry promises her hand and the throne to whichever of his men brings proof of Maleficent's death. Stefan (now Sharlto Copley), despite his relationship with Maleficent, takes on the task in hopes of becoming the new king.
Stefan returns to the Moors at night and reconnects with Maleficent, who is happy and not at all suspicious to see her friend again. After giving her a drink to put her into a sound sleep, Stefan prepares to stab her to death. Unable to bring himself to kill the woman he once loved, he crudely removes her wings as she slumbers and then departs. When Maleficent awakens, weak with the pain from her severed wings and realizing she had been betrayed, she swears revenge against Stefan. On his deathbed, King Henry accepts the wings as proof of Maleficent's demise and awards the crown and his daughter's hand to Stefan.
Having lost her ability to fly, Maleficent frees a captured raven in a nearby field and gives him the power to transform into a man. She recruits this raven-man, Diaval (Sam Riley) to serve as her "wings" in exchange for having saved his life. She declares herself ruler of the Moors, infusing her surroundings with dark magic and pitting herself once and for all against Stefan, ruler of the human kingdom.
While spying on Stefan's palace, Diaval overhears the royal staff speak of the baby girl just born to the King and Queen. He hurries to relay the news to Maleficent, who sees an opportunity for revenge. She attends the child's christening ceremony uninvited and bestows a curse on the princess: Before the sun sets on Princess Aurora's sixteenth birthday, she will prick her finger on the spindle of a spinning wheel and fall into an eternal deathlike slumber. As an added insult to Stefan, Maleficent snidely remarks that the only possible restoration to life is "true love's kiss." Stefan begs Maleficent to reconsider, even falling to his knees at her request, but she is too happy at having avenged her mistreatment to show mercy. After leaving the court in chaos, Maleficent causes a massive wall of thick-thorned trees to surround the Moors and keep humans at bay.
Stefan orders all spinning wheels in the kingdom to be destroyed, and sends his infant daughter to be raised by the three fairies in the forest in hopes of avoiding the curse. Knotgrass, Flittle, and Thistlewit are easily distracted and have difficulty supervising Aurora as she grows, but the princess is kept safe by Maleficent's curse, which rules that she must stay alive until her sixteenth birthday. Maleficent and Diaval keep a semi-distant watch over Aurora throughout her childhood, coming in contact a few times but never revealing her identity. Aurora grows into a pretty teenager (Elle Fanning), with no inkling of her royal roots or Maleficent's curse.
As Aurora's sixteenth birthday nears, Stefan falls deeper into paranoia. The Queen is dying, and he knows Maleficent will return on the day the curse is set to culminate. He keeps her severed wings in a glass cabinet in an isolated wing of the palace. He becomes more and more detached from reality, having long rambling "conversations" with the wings and is deaf to any subject other than Maleficent. He sends his men to hunt her down before Aurora's birthday.
Maleficent begins to admit that her hatred for Stefan does not extend to Aurora. Emerging from the blind rage she felt when the princess was a baby, Maleficent now sees that Aurora is a good, innocent person undeserving of such a harsh fate. Feeling guilty, she puts a temporary sleeping spell on the girl and transports her into the Moors. When Aurora wakes, she is enchanted by the beautiful fairy kingdom and shows no fear when Maleficent makes her presence known. Aurora happily explains that she recognizes Maleficent from several incidents in her childhood and believes Maleficent is her fairy godmother. Without explaining the truth, Maleficent spends the evening getting to know the victim of her own curse. After returning Aurora to her cottage home to sleep, Maleficent attempts to retract the curse, but she had made it too powerful to be undone. Diaval reminds her that true love's kiss can still break the spell, but Maleficent admits she added it as a false hope because she believed it did not exist.
On the eve of Aurora's fateful birthday, Maleficent speaks with her about an evil that she is unable to protect her from. Aurora remains optimistic, and announces her wish to live in the Moors with her "fairy godmother." While preparing to break the news to her "aunties" (the three fairies who raised her), Aurora encounters Prince Phillip (Brenton Thwaites), who asks her for directions, though both are awkwardly stunned by their mutual attraction. After their brief meeting, Aurora delivers her news to the fairies, who, in their shock, let slip Aurora's true parentage and the details of Maleficent's curse. Horrified, Aurora rushes to the Moors to confront Maleficent, who sadly admits the truth. Aurora, now frightened and untrusting, returns to the human kingdom.
That night, Princess Aurora is finally returned to her father. They share a brief emotional reunion before Stefan orders his daughter locked away for her own protection. Back in the Moors, Maleficent prepares a last-ditch attempt to stop the curse. She and Diaval journey toward the palace and encounter Prince Phillip, who remembers meeting Aurora and is recruited to provide "true love's kiss" to save her. Maleficent casts a sleeping charm on the rather confused prince, and whisks him away through the forest, hoping to get to Aurora before the curse unfolds.
As Aurora's birthday progresses and night begins to fall, she feels a strange sensation in her finger and hears a eerie voice calling her name. In a trancelike state, Aurora follows the disembodied voice through the palace until she discovers a hidden room containing piles of broken and burnt spinning wheels. She approaches a sharp spindle and touches it, drawing blood. A moment later, she sinks to the floor in a dead sleep.
Aurora is carried back to her chambers and laid on the bed. Stefan is enraged, blaming the three fairies for failing to protect his daughter. Maleficent and Diaval manage to infiltrate the palace with the unconscious Prince Phillip, who is woken at the door of Aurora's bedroom. The three fairies, guarding the sleeping princess, encourage Phillip to try and wake Aurora with true love's kiss, but since the two are not yet in love, the effort fails. Heartbroken, Maleficent approaches Aurora's bed and apologizes for her actions, promising to protect her as she sleeps. Maleficent kisses Aurora on the forehead and is both shocked and elated to find that the spell had been broken through the power of her own maternal love for the princess. Aurora realizes how much Maleficent cares for her, and begins to trust her again.
A guard reports to Stefan that Maleficent was spotted in the castle. The royal guards ambush her and attack when she leaves Aurora's room. Maleficent orders Aurora to run to safety before transforming Diaval into an enormous dragon and beginning her showdown against Stefan.
While searching for something to aid Maleficent, Aurora discovers the severed wings in the class cupboard. The wings, sensing the presence of their mistress, being to flap violently until Aurora frees them. The wings fly to Maleficent and re-attach themselves to her moments before Stefan delivers a fatal blow. Maleficent rises above her attackers, but Stefan loops a chain around her leg and clings to it as she pulls him out a window and onto one of the palace towers. Maleficent attempts to end the fight without any fatalities, but Stefan attacks her once more, sending them both plummeting off the tower. Maleficent takes flight and Stefan falls to his death, a victim of his own unrelenting desire for power and revenge.
Maleficent soon undoes the dark magic in the Moors, restoring its former light and beauty. The Moors and the human kingdom are now united, and Aurora is crowned Queen. Prince Phillip and Aurora continue their romance, and Maleficent, now free from the chains of her vengeful thoughts, lives happily among the peaceful creatures of the Moors.