The starship Genesis is carrying the last survivors of planet Earth on a desperate flight to a new home. But as they journey, the ship is slowly disintegrating and the oxygen supply is running dangerously low—it is a race against time and space. Out on the far reaches of the Universe, the Watchers of Space have gathered: Orion, the giant golden man; Starnight, the sword of power and magic; and Cygnus, the beautiful swan. Together, they will help save the doomed ship. But no one on the Genesis will believe twelve-year-old William when he tells the others of the Watcher's plan because they no longer believe in anything—and they won't until they see William go spinning off headlong into space.

Follows the adventures of William, Maggie, and their fellow space travelers as they set up a colony on Earth II, are trapped in a copperdust storm, and encounter strange spider-like creatures.