Magic Knights are modern magic-users who fight with weapons converted from their souls. Ikki Kurogane goes to a school for these Magic Knights, but he is the "Failed Knight" or "Worst One" who is failing because he has no magical skills. However, one day, he is challenged to a duel by Stella, a foreign princess and the "Number One" student. In this duel, "the loser must be obedient for life."
A girl named Mitsuki Kanzaki lives with her step-brother Yuya after her mother remarries. One day, Mitsuki is possessed by the self-proclaimed spirit of a young girl, Hiyori Kotobuki. Hiyori (in Mitsuki's body) must fall in love with Yuya to move toward the "Gates of Heaven."