Eight year old Paul and his mother just moved to a skyscraper. After an embarrassing encounter with Anna, Paul meets her in the elevator. Anna makes fun of him and they start to quarrel. They can't arrange about going up or down. The elevator suddenly drops and carries them deep down into the realms of a wicked witch. The witch is out for their youth, since her own time is running out. Their only chance against her is for once to help together. They meet a blind horse, a clock without clock hand and a knight without courage helping them on their journey.