The story is about a young boy named Lubicchi and a trashman named Poupelle who meet on a Halloween night in a city that is full of tall chimneys. The chimneys pour out black smoke and the true sky cannot be seen.

After losing his friend Poupelle, young Lubicchi wanders into a mysterious realm where a clock in a tower is frozen at 11:59. To return home, he must restart it – and find the courage to believe again.