It is chaotic in Jerusalem in the Persian province of Judah in the fifth century BC. Imanishs, King Artexerxes' most powerful general, wants to overthrow the king. Since all east-west trade, the economic lifeblood of the Persian Empire, runs through Judah, Imanishs has begun his task here by murdering anyone who might oppose him. But rumor has it that God has sent a greatly feared warrior named Uthamel (who is also rumored to be the incarnation of the angel of death) to the Jews to bring God's judgment on this evil man. Despite their parents' warnings to stay clear of the Persians, two little boys, David and Azmaveth, have embarked on a search for this spirit-man that will take them to the very lair of Imanishs himself. The boys do not realize that if they continue their quest, they will put their own and their family's lives in grave danger. For Imanishs is a brutal and vicious man, and he will stop at nothing, including murder, even of little children, to succeed.