Magic is in the air, and it makes the rules. Teenagers Gabe Common and his girlfriend, Millie Themmes, have settled in Angels Camp, California. As a high school dropout with little education and no future job prospects, Gabe is forced to work as a sideshow attraction with Millie at his side. They spend their days taking people on airborne excursions, and Gabe longs for some stability in his life.

However, all things have to change, and change they do when the magic returns with a vengeance. As with Chumsville, their former residence, most of the citizenry of Angels Camp disappear with no rhyme or reason, leaving only fifteen survivors behind. And the changes from human to something else happen once more, this time with frightening speed.

An old friend, Gil Perkins from the FBI arrives as a liaison, and then the army takes over. However, they have another plan in mind, and they imprison Gabe and the other survivors and use them as guinea pigs, trying to copy their powers.

Gabe needs answers, and the answers lie in Chumsville, a small community in South Dakota. He and his friends stage a breakout and make a perilous journey back to where it all started. Once there, Gabe and Millie learn the secret of why the magic happened and have to fight for their very survival.