Will Stronghold is the son of the world's most famous superheroes The Commander and Jetstream. He is now set to begin his freshmen year at Sky High, a high school for teens with super powers. Having no superpowers, Will is moved to a class for sidekicks, as taught by The Commander's former sidekick, the All-American Boy. Unaware of his lack of powers, Will's dad shows him his secret trophy room, along with a secret weapon of his, The Pacifier, a ray gun which turns people back into babies. Unknown to The Commander, his former Arch nemesis, The Royal Pain, who was presumed dead years ago, still attends Sky High in the form of Gwen Grayson, a girl with the power to control machines with her mind. She plots to steal The Pacifier and it is up to Will to find his superpowers and use them along with his friend Layla, who can control plant life, to stop the Royal Pain.