While taking a walk through a field of long dried grass, Lion-O andSnarf come across what appears to be a giant blue metal container. Hearing voices coming from within it and thinking that someone inside might need help, Lion-O opens the pod, ignoring Snarf and the prominent "DANGER" warning written on the container.and ends up releasing the three captives inside it who immediately disappear in the grassy field but not before one of them, Quick Pick, steals the Sword of Omens and Snarf's Secret Coin Purse. Lion-O and Snarf try desperately to search for him in the grassy field but in vain.They are startled by the arrival of Mandora, of the Interplanetary Control Force, on her Electro Charger. She is extremely annoyed and berates Lion-O for releasing three of the galaxy's most wanted evil-doers. She had left them there until they could be transported to the Gray Penal Planet. She then demands that Lion-O and Snarf help her apprehend the escaped prisoners as they are familiar with the surrounding areas. Lion-O agrees as this may be his only way to get the sword back and the three of them zoom of on the space bike.Meanwhile, one of the escapees, Plutar, has made his way to the Living Ooze. He and the ooze decide to team up to take down the evil chaser. Mandora, Lion-O and Snarf arrive shortly and as Mandora tries to land on the thin riverbank next to the ooze, the anthromorphic slime drags the trio and their vehicle towards itself and they become trapped in the ooze. However, Mandora manages to free herself and fires her "Enzyme catalyzer" at the ooze, immediately dissolving it. Plutar tries to attack her from behind but Mandora zaps him as well. Mandora then takes Plutar back to the cell sled on her Electro Charger while Lion-O and Snarf wait for her to return.As soon as Mandora leaves, Lion-O hears the roaring of a motor which turns out to be Burnout, the second escapee, charging towards an unsuspecting grazing deer. Lion-O rescues the defenseless animal by rolling a giant boulder in the path of Burnout. The mechanical monster now turns his attention towards Lion-O and charges him. At that moment, Mandora arrives and she and the young lord manage to subdue Burnout. This time it is Lion-O's turn to take the prisoner to the holding cell while Mandora tries to locate Quick-Pick using a tracking device. She activates another tracker on her bike whcih will help Lion-O to locate her.While hot on Quick-Pick's trail, Mandora gets captured by Mudhogs and taken underground. There she finds Quick-Pick who is also one of their prisoners. When Lion-O arrives, he too is captured and tied by the hogs. He notices that the king of the Mudhogs has the Sword of Omens and Snarf's Coin Purse around his belt. Quick-Pick uses a distraction to steal the sword from the king and throws it towards Lion-O who loses no time in summoning his friends. The ThundereCats arrive shortly in the ThunderTank and Panthro uses the vehicles instense headlights to scare off the Mudhogs.