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NOTE: This spoiler sent in by William.
The opening credits show the sky filled with clouds, and then large amphibian-looking whale creatures soar through the sky. The view then transitions to the ground, which is teaming with all kinds of strange wildlife.
Outside is a man is teaching a child to play ball.
Then a voice-over occurs, contrasting two lands. The Lokni and the Nohrin are two different types of people that inhabit the land. The Lokni are ground dwelling humanoids that are bald and vaguely reptilian. The Nohrin are similar to the Lokni, but they have wings and are somewhat more mammalian-looking.
The lands that the Nohrin come from have become increasingly inhospitable and the Nohrin King Zahn (Louis Gossett Jr.) was able to make a deal with the Lokni to settle in their land of Jhamora. However, as their land becomes less and less habitable, more Nohrin have to relocate at eventually, there is not enough room in Jhamora for them. The leaders of Jhamora refuse to let any more Nohrin enter. The King’s sister, Sedessa (Anna Bancroft) takes this conflict as an excuse to lead a bloody struggle to claim Jhamoran land without the King’s consent, slaughtering innocent Lokni people and starting a war. For this crime, the King strips Sedessa of her title, and takes away her status in the royal family. At night, Sedessa attempts to kill the king with poison, and is able to poison the queen before her plans are foiled when a baby Princess Kyla (Jennifer Love Hewitt) cries out. For this act of treason, the King has Sedessa’s wings cut (removed), and exiles her to the badlands while the remainder of the Nohrin move to Jhamora to live alongside the Lokni.
15 years later…
Sedessa appears to have grown new wings, but its just prosthetics; she misses the wings that have been cut from her, and has a large wall of fake wings that she wears. Outside her chambers, her lead henchmen are busy drinking and fighting. Meeting her underlings, she has decided to fire them and take control of their armies after they had consolidated the various tribes and brought them together to serve her. She gives an order to engineer Prando who flips a switch, and a cage encircles the lead henchmen, and lowers them into a red pit, presumably to their deaths.
Then switch to two guys riding on lizard creatures through a desert valley. One goads the other into racing through the canyons. The race startles a large number of wild creatures (think buffalo stampede) and the two continue their race among the creatures. One of the two young men jumps from creature to creature and seems close to winning, but falls off the edge of a cliff. The young man who fell over is Delgo (Freddie Prinze Jr.) and his friend, Filo (Chris Kattan) thinks that he is dead, and starts to dramatically mourn his death. Suddenly, Delgo’s voice is heard, and Marlow looks over the edge to see that Delgo is hanging to a tree branch. Trying to help, Marlow accidentally sets off a combustible plant and sets the tree on fire, and he runs off to get help.
Up above, a Nohrin female with wings flies by and offers to help. Delgo refuses due to hostilities between their peoples. Delgo falls and the woman rescues him. Filo shows up soon after, but before they can even catch their breath, a Nohrin general tackles Filo and Delgo. Apparently, the female is Princess Kyla (Jennifer Love Hewitt) and by going near the Lokni (Delgo and Filo), she has violated the conditions of a truce between the two peoples. Kyla complains that all she did was help someone who was in danger, and if it wasn’t for General Bogardus (Val Kilmer) over-reacting, things would have been ok, but the King won’t budge. The princess storms off.
Back on land, Delgo is at a school of some sort, where they are learning to manipulate stones and fire. Elder Marley (Michael Clarke Duncan) attempts to teach these techniques to Delgo, but Delgo would rather learn more “neat” tricks, Marley insists that they are all learning the same thing, to control the stones. Delgo just throws the stone instead to hit the target, much to Marley’s disappointment.
At night, rumors are being spread that Nohrin soldiers have attacked innocent Lokni boys (Delgo and Filo), which orginal occurred out of misunderstandings. Several Nohrin soldiers are shown gambling, interspersed with scenes of progressing aggression towards Nohrin people. The soldiers hear the commotion and go outside to see that Lokni civilians are being very hostile to the local Nohrin people, trashing shots and vandalising property. The Nohrin soldiers report back to the Nohrin king to relay the night’s events. Colonel Raius (Malcolm McDowell) sees this as an act of war, while General Bogardus does not want to fly off the handle and risk another war, since he has lost many friends in the last war with the Lokni.
The King turns to Gelmore (Don Stallings) for advice, who responds that they cannot leave the acts of aggression unanswered, causing the King to step up military actions.
Outside, Princess Kyla is in the garden, and being stocked by a crocodile like creature. Delgo comes upon the scene and is able to injure it and scare it off. Princess Kyla apologizes to Delgo for General Bogardus’ assault the other day. Kyla has lost her mother’s brooch, which has much sentimental value to her. As she leaves, Delgo promises to help her find it, and arranges to meet her there the next day.
Up near Sedessa’s floating lair, Colonel Raius arrives to talk to Sedessa. The colonel is obviously in love with Sedessa, and reports the information he has to her. The colonel notes that Bogardus is getting in the way as he is against war with the Lokni. Sedessa notes that the colonel will find a way.
Outside the castle, Bogardus is trying to get a loan (he has a gambling problem), and the loan shark persuades the general into stealing weapons from the armory to use as collateral. This turns out to be a setup by the colonel, who then tells the King and gets Bogardus arrested. After imprisonment, Bogardus realises that he’s been setup by the colonel.
Back in Lokni territory, the Colonel has gone to the Stone Sage Sanctuary (the magic school), and starts destroying all the magical stones. Delgo arrives the next day and is furious. Marley tells Delgo to calm down and begins repairing the sanctuary. Delgo is still angry, and charges off for vengeance, which disappoints Marley greatly.
The newly promoted colonel, now a general visits Sedessa who is very anxious to restart the war. Raius is apprehensive since the punishment for treason is severe.
Back at the Nohrin castle, Kyla is trying on new clothes before meeting with Delgo, obviously smitten with Delgo. Inside a crystalline cave, Delgo is trying to impress Kyla, and is able to return her brooch to her. Kyla is sad as the brooch reminds her of her mother; this causes Delgo to reveal that he is an orphan of the war. Kyla believes that everyone should just move on, but Delgo can’t let it go, and is infuriated as he blames the Nohrin for the death of his parents and the recent occurrence of violence in Jhamora. Delgo realizes his mistake, but it’s too late, Kyla has already left. As Kyla leaves, the General chases after her and knocks her out with a dart, then goes to the King and blame the princess’ kidnapping on Delgo. The King orders for Delgo’s capture.
Back in his home, Delgo is having a dream about his childhood playing hide-and-seek with his parents, just as Nohrin soldiers break through the door and slaughter his parents. Delgo hears Sedessa’s voice, ordering her soldiers to slaughter the villagers. Delgo awakens, and looks at the ball he used to play with as a child, but it’s not long before Nohrin troops charge in to arrest him. At the Nohrin castle’s dungeon, Delgo and Filo are interrogated regarding Kyla’s whereabouts they know nothing, but no one believes them.
Back in Sedessa’s lair, Kyla is locked in a cage, trying to escape.
In the dungeon, Delgo is left in an adjacent cell to Bogardus, who accuses Delgo of capturing Kyla. Delgo tells Bogardus that the last time he saw Kyla was when she was leaving, and saw a soldier ride after her on a white razorwing (a pterodactyl-like creature). Bogardus recognizes the white razorwing as belonging to Raius.
Back in Sedessa’s lair, Kyla is brought to her presence, who recognizes her as the person who killed her mother. Kyla says that her father will send men to find her, only to have Sedessa reveal that Raius is working for her.
In the dungeon, Delgo is prying through cage locks to free himself and Filo; he opens the cage, but is still unable to go anywhere since the cage is suspended hundreds of meters from the ground. Delgo strikes a deal with Bogardus who agrees to help. Delgo swings his cage over to Bogardus’s and struggled to open his cage. As this is happening, a guard walks in and sees Delgo and Bogardus in the same cage, but simple assumes that nothings wrong.
At the castle, The King believes that he has no choice, and makes an ultimatum to the Lokni. The Lokni council have no choice but to declare war since they don’t have the princess and can’t possible give in to the King’s demands. The elders vote and Marley votes against war, but he is outnumbers, and war is declared.
Back with Delgo, Filo, and Bogardus, the trio is attempting to find an exit at the bottom of the dungeon. Delgo uses his knowledge of the local animal life to find a tunnel but has little success until Filo gets a spider down his pants, freaks out, and runs into a fragile wall, which exposes a tunnel out. Unfortunately, the tunnel was made by a Yag (a large crab like creature), Bogardus and Delgo attempt to fight it off. Bogardus is about to get eaten, but Delgo holds the Yag’s offspring hostage and leads the mother Yag off into the tunnels and causing it to flip over and end up helpless.
Having escaped to the surface, Bogardus is determine to find the princess but refuses Delgo’s help since he cannot fly. Delgo says he can help by riding one of the razorwings, which Bogardus helps him procure.
At the castle, Raius receives a letter by a carrier creature, and sends one back to Sedessa. Bogardus and Delgo decide to follow it to find Kyla.
At the lair, Sedessa rises up on a podium to address her troops. She then brings in Kyla, strapped into a Nohrin banishment table, which Sedessa will use to cut off Kyla’s wings. After this ceremony, Sedessa will lead her troops into battle. In the background, Delgo, Bogardus, and Filo attempt to sneak in and rescue the princess. Bogardus and Delgo debate on who should save Kyla, but the guards come in and Bogardus must defend against them, giving Delgo the chance to rescue Kyla. Things are going well until Filo accidentally knocks things over, causing enough noise to alert everyone.
Delgo is able to evade the guards and manages to climb onto the pedestal and save release Kyla from her chains. They have a quick moment together before more troops arrive. Bogardus jumps in to hold them off and the two flee. Once outside, Delgo convinces Kyla to fly off to warn her father of Raius’ treachery and end the war. Meanwhile, Delgo is being pursued throughout the lair.
While Kyla is riding off to return to her father, she is being pursued by Sedessa’s engineer Prando. She flies through a field of floating rocks to evade him but Prando is close. Kyla is about to fall off until Bogardus flies in to pull her up, and then turns his attention to Prando.
At the lair, Delgo uses his limited stone controlling powers to distract the guards long enough to jump onto one of the flying whale-barges and escapes. The whale-barges are on their way towards the battle field.
Back with Bogardus and Prando, the fight is not in Bogardus’ favour as Prando has all kinds of nasty tricks in his helicopter-thing. Luckily, Filo crashes into Prando and distracts him long enough for Bogardus to sabotage the helicopter, causing Prando to crash to the ground.
While all this is happening, there is a massive battle between the Lokni and the Nohrin, both sides are equally matched. Kyla arrives at the castle to warn her father, but it’s too late, he has already left for the battlefield. She tells Gelmore that the Lokni are not responsible for her kidnapping, who says he will send a messenger. Kyla insists that she go too, but then figures out that Gelmore has been paid off by Raius; she knocks him out and heads for the battlefield.
Just as the two armies are exhausting themselves, Sedessa’s troops arrive to take advantage. Delgo is aboard one of the vessels and is trying his best to sabotage Sedessa’s forces. At a forward encampment, Sedessa’s goons have been sent to capture the king, while Sedessa makes her way back to the castle to claim the throne. While Raius gloats to the king, Bogardus charges in with Filo; Bogardus fights off the soldiers while Filo is sent to release the King.
Outside, Delgo is rescued by Kyla on a razorwing.
Bogardus and Raius continue their duel and appear evenly matched until Raius gets in a lucky shot and knocks Bogardus down. Bogardus tosses up the shiny charm he had hocked earlier and while Raius is distracted, Bogardus kills him.
Kyla and Delgo arrive at the camp to discover that Filo was not able to save the King, just then; one of Sedessa’s soldier’s tries to kill Delgo with a crossbow, but hits Bogardus instead when he jumps in to block the shot.
At the castle, Sedessa has the King in captivity and she berates him for letting their people weaken with peace.
Delgo is infuriated at the death of Bogardus, but is brought back to reality by Kyla. Delgo figures out a plan, and sends Kyla to contact the Nohrin troops. At the castle, Sedessa thinks that Raius has returned, but instead, it’s Delgo arriving to save the King. Delgo cannot defeat Sedessa’s lead minion, but is able to use his powers to cause a chandelier to crash down…which does nothing and Delgo gets the daylights beaten out of him.
Filo, with instructions from Delgo, starts a stampede (similar to the beginning of the film). At this moment, Kyla gets the Nohrin troops to pull back, as well as rescue the Lokni, allowing Sedessa’s minions to be trampled by the “buffalo.”
Thinking that Delgo has been defeated, Sedessa and her minions ignore him just long enough for him to concentrate and use his powers to bring down the castle wall, taking out her guards and knocking Sedessa over a cliff. Sedessa please for help, and remembering Marley’s teachings, Delgo offers to help Sedessa. Kyla arrives and tries to help Delgo rescue the king.
Sedessa climbs up and stabs Kyla in the chest, but her knife is blocked by Kyla’s brooch and she is unharmed. Sedessa backs off and falls through a newly formed hole in the ground, and without wings, falls to her death.
The battle outside is now over as Sedessa’s treachery is revealed. Raius, still alive, attempts to kill Delgo, but is stopped and arrested. Everyone is witness to Delgo and Kyla’s kiss and peace is achieved once again.
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There are two races of people, the land-dwelling Lokni, and the airborne Nohrin. The Nohrin’s homeland was dying so they had to move to Loni territory. A dispute occurs and an evil Nohrin (Sedessa) attacks the Lokni, causing war. Many years later, there is a fragile peace between the two, but Sedessa manipulates the two sides into fighting once again so she can come in with her own troops and take over while the other armies are exhausted. She is stopped by Delgo (a Lokni) and princess Kyla (a Nohrin princess) when they reveal the truth to everyone.