The Cats are ready to retrieve the stone from the "Astral Plane" in the Elephant Village, but find it overtaken by Grunea and Mumm-Ra's forces. Plus, Tygra and Cheetara's early relationship to one another is revealed.

During an ambush, Lion-O falls to his death, but he is given a second chance at life - if he can pass a series of trials that pit him against each of his teammates.

Pleading for a chance to save his friends, Jaga grants Lion-O life until sunrise to try and save his friends ... and stop Mumm-Ra.