Young Billy Scarlet never knew what her life was about. She was the bastard child of a governor's daughter and a pirate, but all through her childhood she felt that there was something more to who she was. Having been raised in an orphanage, by a stern head mistress and an old sailor toughen her up well enough, but it never prepared her for the adventure that awaited her. After the man that raised her is killed, Billy and her friends Clara and Davy turn to a life at sea as ship's boys, all the while hiding the fact that Billy and Clara are girls. After five years and what seems like a life time the two girls identities are discoverer and they are put off the ship. Their first night on land they meet a mysterious man named Shadowlark who seems to know the two of them better than they know themselves. He tells them of a life they once lived that neither of them can remember. They are soon thrust into an epic battle with an immortal sea captain named Nate Grayheart, who will stop at nothing to kill all three of them.