In a small country school, Sakura Mikan and Imai Hotaru are classmates and best friends - in their own way. Ditzy, emotional Mikan seems ill-matched with aloof, emotionless Hotaru, yet they are together all the time... until Hotaru gets called away to study at the strange and forbidding Alice Academy. In her anguish at being left behind, Mikan finally decides to follow her friend - and doing so, she makes a strange discovery.