It's early dawn in the Upworld and Brundor and Stalaq sit on a park bench, patiently waiting for the sun to emerge. Brundor, a well respected and powerful Skyling, catches wind that something is not right. This worries Stalaq, a young, naive first timer from the underworld, forcing him to clutch the time Orbastral tightly in his hands. He's concerned that if he doesn't recharge the Orbastral in the sun's rays, he will not only be a laughing stock but in deep trouble with his father Malaq, who just so happens to be leader of the Underlings. Suddenly a rebel force from the Skyworld appears through a portal led by Randorn, the leader of the Magpie Men. His objective is to steal the time Orbastral and control all portals between the realms. Brundor tells Stalaq to go, and make his way to another portal next to the great oak belonging to Jorsen. After a struggle Stalaq shape shifts into a fox, and running for his life, manages to dodge his pursuers and take refuge under the old oak tree. Brundor isn't quite so lucky; he is captured by Randorn and held captive in a secret fraction of the Skyworld. Stalaq falls asleep and the Orbastral rolls from his grasp becoming lost in the grass. He is forced to return to the underworld empty handed, but rather than suffer the wrath of his father, he decides to hide, in a maze of deserted caverns and tunnels. Today, for once in his life, Sam isn't the slightest bit worried about Barry Foster the school bully. In fact as far as he's concerned another beating couldn't wipe the smile from his face. Sitting on the floor of Tree Top Castle, a magnificent tree house built in a beautiful old oak by his Grandpa George, Sam is close to his grandpa, especially as his dad disappeared when he was four. He stares at the object in his hand. Sam has unwittingly found the Orbastral in the grass below. He is astounded how it moves and appears to have a life of its own, so much so, he is convinced it's from outer space. He decides to take it to school to show Mr. Wigglesworth his science teacher. What Sam doesn't realize is, that the object he has found is the time Orbastral, and that it is not alone. There are four more Orbastrals, and they are the last of their kind. Water, air, earth and fire. These Orbastrals were brought to earth thousands and thousands of years ago by the Dark and the Light. Each Orbastral produced a race of people sworn to protect their designated Orbastral and look over the earth. The Sun Dragons lived in the sun, Waterlings in the oceans and rivers, Skylings above the clouds and the Underlings under the earth's crust. If ever the Dark and Light felt the earth was in danger, or the Orbastrals weren't being treated properly, they would create a Cleansing - wiping out all life.