Best friends Sakura Mikan and Imai Hotaru are inseparable, so Mikan is taken aback when Hotaru tells her she's leaving for Tokyo's Alice Academy, a prestigious institution for gifted students like her. Mikan has heard scary rumors about the academy, suggesting that its students are kept like prisoners. Concerned for Hotaru's welfare, Mikan runs away to join her friend at the academy. Dismissing the dreadful tales she's heard, Mikan discovers the wonders of the academy and embarks on an incredible adventure.