Meanwhile, the Crab Monsters have abducted Atreyu. So it’s good to know that after all that setup, his “Wham-Bos” were completely useless. The Monsters have chained Atreyu up inside the castle, and he’s hanging upside down above a bottomless pit.

Bastian finds him and reaches out to him, and the whole time he’s making terrified faces down into the bottomless pit. Just then, a Crab Monster shows up. It extends a buzzsaw, and begins to cut through Atreyu’s chain. So, why did they bother to chain him up in the first place, if they were just going to cut the chain 10 minutes later? Why didn’t they just throw him down the hole? And why couldn’t I have been there to see it?

Regardless, Bastian saves Atreyu in the nick of time.

“Come on, Wendy, you can fly!”

More Crab Monsters show up, and Atreyu says they need weapons. So Bastian… wishes for a can of spray paint. And then I wish I was making the next part up, because to defend himself, Bastian sprays paint in the eyes of a Crab Monster. How retarded is this? Why didn’t he just wish for a shoulder-mounted rocket launcher?

“Arrrrgh AXE Body Spray noooooooo!!”

The Crab Monster topples over and shatters, revealing that it was completely hollow inside. Bastian sees this and says, “It’s… the Emptiness!” Wait… was that the name? Did Bastian just name the nameless force destroying Fantasia? Hooray, it’s the Emptiness! (Not affiliated with the Nothing™ or any of its subsidiaries.) We can all go home now, right?

Sadly, no. Bastian and Atreyu continue to wander around the castle. They finally come upon Xayide’s throne room, where Xayide gives Bastian his first boner. I’m assuming. As soon as she sees him, she announces that she’s surrendering. That’s right, Xayide immediately pulls a White Witch on Bastian, calling him “my lord”, and saying that she’ll go to the Ivory Tower with him to free the Empress. Bastian, the moron he is, can’t see through her obvious pretense.

So, to get to the Ivory Tower, which earlier seemed like it was within walking distance of the Hand Castle, Xayide and Bastian have to climb into a big pumpkin. I’m serious. They call it the “Xobile”, pronounced ZO-buh-lay (I’m guessing this name is relevant to people who remember the book), but it’s pretty much just a red and green version of Cinderella’s pumpkin.

And because that’s not garish enough, Xayide changes clothes before they leave. She switches from her wacky red metallic outfit to a wacky green metallic outfit. This must be her “outdoorsy” look.

Ms. Xayide’s wardrobe designed by Bob Mackie

Back in the “real world”, Barney is driving around aimlessly, with the NeverEnding Story on the seat beside him. He almost gets into an accident, and slams on the brakes, and this happens so that the book can fly open, and he can notice the names of Bastian and Koreander in the story.

Barney immediately goes back to Koreander’s shop, this time with a police officer. But they find the place completely empty, with a “For Sale” sign out front. I guess Koreander decided it’ll be a cold day in hell before they send him back to prison. The cop thinks Barney is crazy, and I must say, I wouldn’t expect the police to be this dismissive of a guy with a missing child.

“Look, it can’t be that hard to find him! Just follow the trail of bullies!”

Back to Bastian and Xayide in the pumpkin, which on the inside bears more than a passing resemblance to Jeannie’s lamp.

“The honeymoon suite? Okay, now this is getting a little weird.”

Xayide gives Bastian a belt that will make him invisible (plot point!). She also tries to drive a wedge between the two boys, saying that Atreyu is jealous of Bastian. So Bastian tries on the belt, and he turns invisible. And just like the baby he is, he immediately freaks out and whines about how he doesn’t like being invisible. And instead of just taking off the belt, he uses the AURYN to wish himself visible again. Nice one.

Xayide encourages more wishing, with comments like, “Why remember things when you can wish for them?” I dunno, why wish for things when you can wander around being useless for half the movie? But suddenly, Bastian is more than happy to start wishing for things. Eventually, it gets to the point where he’s wishing for completely stupid stuff, like the ability to juggle. Juggling? If I had the ability to juggle, I might just use the AURYN to wish for it to go away.

The Memory Machine, now on top of the Xobile, comes to life. Bastian loses another bubble bath ball. Nimbly looks inside the ball and sees a memory of Bastian’s mom, who’s wearing a ton of makeup as she reads Little Bastian a bedtime story.

It seems the same ball also holds a memory of Mom in the hospital, dying of her Unspecified Movie Illness. (And wearing only slightly less makeup than in the previous memory.) She consoles Bastian with this pithy remark.

Oh, kill me.

“And maybe someday, Bastian, you’ll find the strength to move on to the… cough, cough… next chapter of your life!”

“Oh, Bastian, everything’s going blurry now… almost like… the lens is smeared with Vaseline…”

So, don’t ask me why there are two distinct memories in one ball, but seeing all this has caused Nimbly to break down in tears. Between this, and the suicidal horse from the first movie, there sure are some miserable creatures in this fantasy world.

Atreyu and Falkor have been following along behind the pumpkin, and Atreyu figures out what’s going on. I think. He says to Falkor, “From what you’ve told me, the Emptiness has found its way into Bastian’s head!” Yes, that’s certainly one way of putting it.

Cut to Bastian as he puts on the invisibility belt again. And it’s a blatant reuse of the footage where he put on the belt the first time. For a moment, I honestly thought one of the characters was having a flashback.

Footprints magically form in the dirt, as an invisible Bastian spies on Atreyu. He shows up just in time to hear Atreyu say they have to get the AURYN away from him. Bastian returns to Xayide (strangely, he doesn’t need a wish to become visible this time) and tells her she was right: Atreyu is just jealous of his cool AURYN. And his juggling abilities. She offers a few Crab Monsters for his protection, and he smiles evilly. So, I guess losing all your marbles will eventually turn you evil.

Now comes a big confrontation between Bastian and Atreyu. Atreyu calls him “mad” and Bastian says, “You understand nothing! Why don’t you just go back and play with your buffalos, country boy?” Ummm… “country boy”? Did he find a copy of An Evening with John Denver among Atreyu’s belongings?

Atreyu tries to grab the AURYN, leading to a lame brawl, which ends when Atreyu goes tumbling down a hill. Bastian looks down at his motionless body and yells, “You brought this on yourself!” Yeah, no kidding. When you’re overpowered by Bastian Balthazar Bux, you don’t deserve to call yourself a warrior. You may as well just commit seppuku now.

Then Bastian goes back into the pumpkin, and there’s the Memory Machine. Just sitting out in the open for him to see. You know, I think I’ve identified at least one critical flaw in Xayide’s evil plot.

Bastian realizes they’ve just been manipulating him all this time. He runs out to see Falkor carrying away Atreyu’s body. Bastian screams, “Atreyu, I’m sorry!” Sorry for killing you, dude!

Bastian hops on Atreyu’s white horse and rides after them for a while. Xayide casts a spell or something, that sends out a cartoon hand. The hand grabs Bastian by the head and pulls him off the horse and into a river. So, once again, Bastian has to face one of his big fears in life, in this case, swimming.

In the “real” world, Barney’s reading along with the NeverEnding Story, and really getting into it. He’s yelling at Bastian to swim! Swim for your life, boy! Yeah, some help he is. Where was he when Bastian was whining at him to take him swimming?

Strangely, Barney is sweating profusely here. I mean, he’s completely soaking wet right now, and he’ll have a thick layer of moisture on his face for the rest of the movie. I get that he’s stressed out about his son, but this is an odd way for the filmmakers to show it. Or maybe I don’t want to know what he’s really doing with the book.

Bastian is headed for a waterfall, which looks like the same waterfall from his earlier hallucination, but he grabs a branch just in time. Barney collapses to the bed, looking completely spent, in more ways than one.

“Ohhhh yeah! Take it, book! Take it all!”

Barney narrates the next part, about how Xayide took some Crab Monsters and went underground, where they could “travel at the speed of darkness, which was faster than the speed of light!” I’ll just take the book’s word for it. And the footage of Crab Monsters sinking down into the ground is obviously just reversed footage of them getting pushed up out of the ground.

But it appears Nimbly has changed sides, primarily because he saw Bastian’s memories of his mom and it “made [him] feel something”. Me, too. Mostly embarrassment for everyone involved. So Nimbly helpfully tells Bastian how to get to Silver City. Thanks, Nimbly! Don’t doing anything useful, like actually flying him there!

Even the buzzards don’t find Bastian all that appetizing.

Once Bastian gets there, he finds Silver City in ruins, and Falkor cradling Atreyu’s body. So, just like you knew he would, Bastian uses up one of his final memories, and wishes Atreyu back to life.

“So, we cool with the whole ‘murdering you’ thing?”
“Yeah, we cool.”

Probably the most effective moment in the whole movie comes here, when a revived Atreyu tells Bastian, “Your mother would have been proud,” and Bastian replies, “Who?” It’s a creepy moment, but even if he doesn’t remember his mother, he certainly should know he has a mother, right? Unless he entirely forgot what the word “mother” means, which seems unlikely.

Just then, Xayide appears, and somehow she knows that he has just one memory left, and therefore, only one wish left. And it would be so great if he wished for the ability to do a card trick or something.

Instead, he tells Xayide, “I wish… for you to have a heart!”

That does the trick. A single sparkly tear rolls down her cheek. Eventually, she dissolves into glowing animation, and all of her Crab Monsters explode. In cheap time-lapse footage, the Matte Painting Landscape around the Ivory Tower restores itself to normal.

“Wait, it’ll be okay, Xayide! Look, we’re picking up the trash! See?”

Everything is shiny and new, and Silver City is back to its constant freak parade. Just then, the Childlike Empress shows up in a glittery gravy boat. She lays some more clichés on Bastian, yadda yadda, the Emptiness “had to be filled with love”, blah blah blah. And I get that’s how Bastian defeated Xayide, but how did he know wishing for her to have a heart would work?

“You gotta S-M-I-L-E! To be H-A-double-P-Y!“

Out in the real word, Dad is still dripping with sweat, but overjoyed at this conclusion. And now Bastian gets to go home, and for some reason, the only way home is to dive into a raging waterfall. God, I hope the Childlike Empress is screwing with him. The only way home, Bastian, is to wear a bag full of angry scorpions on your head!

Bastian is terrified, of course, in a near-reenactment of the opening scene. But then he hears his father’s voice saying, “You found courage!” Bastian is inspired to dive into the waterfall, and he ends up in a swimming pool somewhere. A few minutes later, Barney hears a knock on the door. It’s Bastian, and he’s soaking wet. Why did he knock? Did he feel strange about letting himself into his own house?

There’s a tender reunion, and they say they love each other. The AURYN reappears on the cover of the book, and it’s the end. Wait… the end? Of the NeverEnding Story? Dammit! I’ve been ripped off again!

“I read all about you banging the Childlike Empress! Way to make your old man proud!”

This movie has a lot of problems, including a lifeless cast and flat direction, but the biggest one is that it has no plot. The Empress sends Bastian on a quest to name the Emptiness, but once he names it, the movie continues on for another 30 minutes. And I still have no idea what Bastian was trying to accomplish by breaking into the Hand Castle. On top of that, we never get a clear understanding of how Xayide is connected to the Emptiness, or even what she hopes to gain by making Bastian lose his memories.

In the end, it’s just 90 minutes of Bastian wandering around Generic Fantasy Land, with various people manipulating him to meet their own ends. For the hero in a fantasy story, Bastian is ridiculously passive. He doesn’t display any cunning or cleverness until the very end, when he tells Xayide to get a heart, and even that comes off like something he just pulled out of his ass at the last second.

I wouldn’t call the first film great, but it’s a modern masterpiece compared to this movie. NeverEnding Story II is really just a classic case of the suits wanting to extend a lucrative franchise, without coming up with an actual story to justify a sequel.

And yet, at the same time, this movie is a modern masterpiece compared to the following film, The NeverEnding Story III: Escape from Fantasia.

How awful is the third film? Let me put it this way: Despite being called “Escape from Fantasia”, the whole movie is about several characters trying to return to Fantasia. Not convincing enough? How about this: the movie grinds to a halt so fantasy characters can perform a pop song from the 1960s. Still not convinced? How about this: the movie features the kid from the Free Willy movies as Bastian, facing off against a then-unknown actor named Jack Black, who’s totally phoning it in. If that’s not a recipe for disaster, then what is?

You’ll find out soon enough, in the full-length recap of NeverEnding Story III, coming soon!