Lion-O and the other Thundercats arrive and save Lynx-o and the Thunderkittens from Red Eye and Tug Mug. The Thundercats learn more about New Thundera, especially the dangerous places affected by the moons of Plundarr where the Lunataks come from. The Thundercats must develop special equipment and clothing to counter those dangers. Also, they learn that all the snarfs have been turned into slaves and Snarf and Snarfer want to rescue them no matter what the cost. Vultureman learns of the Thundercats plan, so he abandons the other Mutants and takes the Rat-Star. But Slithe has snuck aboard. Right after the Feliner takes off, the Rat-star ambushes them and it seems all over for the Thundercats aboard the Feliner. Lion-O uses the sword to free everyone and along with Ben-Gali and Wilykit on the HoverCat, go after the Ratstar and it crashes on Hook Mt. The Thundercats leave Third Earth's atmosphere and Lynx-O tells him that Mumm-Ra has already located the Sword of Plundarr.