Utena Tenjou arrives in Ohtori Academy, only to be swept up in the ability she supposedly holds and a succession of duels for her classmate Anthy Himemiya's hands. At the same period, Utena reunites a friend from her youth that generally seems to understand the secrets behind the duels, with Touga Kiryuu. Utena must discover those keys until the power that rules Ohtori asserts her along with her friends, old and new.