The NeverEnding Story II: The Next Chapter is a 1990 German-American fantasy film.

It is the first sequel to The NeverEnding Story. Despite introducing a new storyline, the film primarily used plot elements from the second half of Michael Ende's novel The Neverending Story.


The story takes place 2 years after the events of the first movie. Bastian is now 12 years old, and is once again having troubles at home. His father Barney is too busy to help Bastian deal with his acrophobia (fear of heights), which prevents him from joining the swim team.

Deciding to do something about his fear, Bastian goes to K. Koreander's Antique Bookstore. While there, he meets Mr. Koreander again, asking him for books about acrophobia. While waiting for him, Bastian notices the Neverending Story, but when he tries to read it, the words disappear off of the pages. Bastian decides to read the book instead, and runs home.

At Bastian's house, he notices that he can take the AURYN from the front cover of the book. Hearing the Childlike Empress calling out to him, he is summoned to Fantasia.

At the same time, Xayide, an evil sorceress, plots to stop Bastian from reaching the Childlike Empress. One of her servants, Tri-Face, creates a device called the Memory Machine. Whenever Bastian uses the AURYN to make a wish, the Memory Machine takes a memory from him and stores it in a glass orb. When Bastian has used up all of his wishes, he will have lost all of his memories, all of which will have been collected in a giant glass beaker.

To persuade Bastian to make a wish, Xayide sends a birdlike creature named Nimbly to Silver City, a famous area of Fantasia. Nimbly meets Bastian on a boat, floating in a giant lake of acid. Upon arrival, Xayide sends large monsters called giants to go attack the city and go after Bastian.

Bastian ends up cornered against a lake of acid, and despite Nimbly's attempts to make him wish them away, Bastian escapes umharmed by climbing a rope. In doing so, one of them crashes through a decorative arch and falls into the acid lake.

At the top, Bastian falls through a secret passage, where he communicates with the Childlike Empress. She tells Bastian that there is a new danger that threatens Fantasia, which also holds her hostage at her own castle. This force causes all of the stories in the real world to disappear, and in order for Bastian to stop that from happening, he has to identify and defeat it.

Bastian tries to get the inhabitants of Silver City to help him out, but they want nothing to do with him. Just then, Atreyu arrives, riding on Artax. As the two friends reunite, Atreyu tells Bastian that the giants come from a hand-shaped castle called Horok. Nimbly finally manages to get Bastian to make a wish: he creates a giant, vicious, fire-breathing dragon. This backfires when the dragon attacks the Silver City, forcing Atreyu and Bastian to go after it; Atreyu rides on Artax while Bastian flies on Falkor the Luckdragon. As they give chase, the dragon leads them to Horok, where it is obliterated by the castle's laser defense system.

After a reunion with Rock Biter and his son, Bastian and Atreyu make a plan to enter the castle. As they go through with their plan, Bastian gets caught in one of the laser beams. To save him, Atreyu grabs the AURYN and deflects the beam back at the defense system, causing it to explode, and saving Bastian's life.

As a distraction, Bastian talks with the giant guards, and when they go after him, Atreyu sends out wind-up toys that emit fireworks. Bastian makes his way into the castle, but the portcullis closes down on Atreyu's foot, causing him to be captured. Bastian makes more wishes to climb up a tower's outside wall, and once he gets inside, he sees Atreyu hanging from a chain over a stairwell shaft.

Bastian rescues Atreyu, and they defeat an army of giants; one of which Bastian defeats with a spray can (which he wished for). As the giant falls, it explodes, revealing nothing inside. Bastian identifies this threat as "The Emptiness", the human embodiment of dying imagination. Atreyu and Bastian locate Xayide, who admits that she wants to bring balance and order to dreams and stories, which she considers chaotic. Xayide is taken her prisoner, but she refuses to go near the Ivory Tower. When Atreyu threatens to kill her, she changes her mind, addressing Bastian as "my lord".

Meanwhile, in the real world, Bastian is missing. Having noticed the book, Barney goes to Koreander to ask him where Bastian might be. Koreander tells Barney that he will find the answers inside the book. When Barney returns later, the bookstore is missing; a result of the Emptiness. Barney decides to read the book, and is shocked when he finds out that his son is in the book.

While travelling to the Ivory Tower, Xayide manipulates Bastian into believing that he will be betrayed by Atreyu and Falkor. In the forest surrounding overlooking the Ivory Tower, Atreyu notices that tracks in the ground, which reveal that they have actually been aimlessly going around in circles; Bastian doesn't believe him.

That night, Atreyu and Nimbly see one of Bastian's memories: his mother having fun with him, before the memory shows her dying from an unknown illness. Atreyu reports this to Falkor, who reveals that it was a memory. As they talk, Bastian - who had made a wish to wear a belt that turns the wearer invisible - secretly eavesdrops on their conversation. Atreyu, realizing that Bastian will lose his memories if he keeps wishing, believes that they should remove the AURYN from him.

Bastian runs back to Xayide, who puts giants out to protect him, while he confronts Atreyu. As Atreyu climbs up a small, rocky cliff, he sees the giants walking to search around. He hears a twig snap, and Bastian appears behind him. Accusing him of being a thief and a liar, Bastian, corrupted by Xayide's power, believes that Atreyu is jealous and is after him for the AURYN. Even though Atreyu tells him about the memory machine and its effects on Bastian, Bastian refuses to surrender the AURYN. This leads to a short fight where Atreyu tries to take the AURYN, during which Bastian throws Atreyu over the side of the cliff, where he dies instantly upon reaching the ground. Bastian is initially horrified of what he has done, but then yells to Atreyu that he brought his own death upon himself.

Returning to Xayide, he sees the memory machine for himself. Finally realizing her evil intentions, and with only two wishes left, he turns back to find Atreyu, only to see Falkor flying away with Atreyu's body. Free of Xayide's manipulative grasp, Bastian mounts Artax and pursues Falkor.

Xayide sends her minions of darkness after Bastian, while she uses her power to strike Bastian off of Artax as they jump a chasm. Bastian falls into a river and almost goes over a raging waterfall, but survives. Now on foot, Bastian loses consciousness in the desert. Nimbly, having had a change of heart, arrives to tell Bastian where Atreyu and Falkor are: at Silver City, before flying off again.

Bastian arrives at Silver City, which is now in a heavily corroded, post-war state. Seeing Atreyu's lifeless body, Bastian sacrifices his penultimate memory of his mother to wish Atreyu to live again. As Atreyu awakens, he realizes that Bastian gave up a wish to bring him back to life. He tells Bastian "Your mother would be proud of you", but Bastian doesn't remember who his mother was.

Xayide and the giants arrive and convince Bastian to use his last wish to return home. Bastian begins using his last wish, but instead wishes for Xayide to "have a heart", which proves to be too emotional for the sorceress; she and her giants explode in giant beams of light, restoring Fantasia to its original state. Finally free, the Childlike Empress arrives on a boat to congratulate Bastian. As gratitude, she shows him the way home: to jump off a cliff overlooking a raging waterfall, to help him overcome his fear of heights. Initially terrified, Bastian is encouraged by Barney and Atreyu to jump, which he does.

In the real world, Barney hears a knock on the door. He opens the door to see Bastian standing there. As Barney embraces his son, the AURYN reappears on the book's front cover.

Cast Edit

Filming LocationsEdit

The film is credited with having been shot in Argentina, Australia, France, Italy, Germany, and Canada.

However, they only shot in Germany, Canada, Argentina, and Italy. They did not shoot in Australia or France.


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