A woman has been watching humanity for a thousand years, waiting for the moment she has to choose which side she's actually on. When that moment arrives in 1999, it's not a dramatic confrontation, it's a teacher realizing that a thousand years of distance means nothing against a single attachment to the students she loves. The film moves at the speed of someone finally deciding to stop observing and start fighting, and that decision costs everything she's built to protect.

Yukino Yayoi teaches junior high school and also assists Dr. Amamori at Tokyo Observatory, who values her knowledge of astronomy. In 1999 she learns from him that a planet called Lar Metal is closing in on Earth, putting the world in grave danger. Yayoi is secretly Queen Millennia, who came from Lar Metal a thousand years earlier and has observed humanity ever since. When a storm of meteors strikes and people panic, her student Hajime comes to help her, and she leads him into a huge underground cave. The film blends science fiction, fantasy, drama and adventure.