The Sword of Omens pursues Mumm-Ra as he flies away from the ruins with the Treasure of Thundera. The mystical weapon breaks the casket open so that Mumm-Ra drops it. The pieces of treasure scatter over the ruins and Mumm-Ra reverts to his mummy form, with the Book of Omens in his grasp. The Thundercats and snarfs are released from their bindings.

Lion-O is reassured after Jaga appears to tell Lion-O instant success in every endeavor should not be sought, and the Thundercats need Lion-O as their leader at this time in their lives.

Vultureman and S-S-Slithe arrive on Thundera in the Rat Star. S-S-Slithe crash-lands the Rat Star in a swamp. Ma-Mutt appears to bring the Mutants to Mumm-Ra. At the Black Pyramid on Thundera, Mumm-Ra charges Vultureman and S-S-Slithe to hide the Book of Omens. Ma-Mutt is to go along with the Mutants to make sure they do not double-cross Mumm-Ra.

Nearby, the Thundercats are camped around the Feliner. Cheetara has found a flute that entrance Snarf and Snarfer. The Thundercats wonder if the instrument is part of the Treasure of Thundera.

Mumm-Ra asks the Ancient Spirits of Evil to protect the Mutants and Ma-Mutt as they carry out Mumm-Ra's plan. When the Mutants leave, Mumm-Ra brings out the real Book of Omens to attempt to read it.

The Eye of Thundera makes Lion-O aware that the Mutants are nearby. The Thundercats think S-S-Slithe, Vultureman and Ma-Mutt have the real Book of Omens and charge off in the Feliner after them. Vultureman begs Ma-Mutt to do something and the magical creature envelopes them in a ball of magic to speed away.

The Feliner follows the ball of magic into the Caverns of Cold. The ship begins to freeze while the Mutants and Ma-Mutt take off on foot. The Thundercats follow their enemies' footprints into a valley. While in pursuit, Cheetara, Tygra, Panthro and the snarfs begin to revert to cubs. The Eye of Thundera warns Lion-O of the danger and covers the Thundercat lord in protection so that he does not turn into a child while he chases after his friends. In their child-like forms, the Thundercats do not know Lion-O.

Mumm-Ra watches from the Black Pyramid and uses the situation to his advantage. After transforming, the devil priest meets with the Mutants in the Valley of Youth and commands them to attack the Thundercubs and Lion-O.

On Third Earth, the Luna-Taks, Jackalman and Monkian attack the Lair. Aluro sets his psych club against Ben-Gali and Wilykit. Ben-Gali tries to fight the effects of the club while trying to save Wilykit from the Luna-Taks. Tug Mug defeats the two Thundercats in the Lair as the other Luna-Taks and Mutants plan to take on the Tower of Omens.

On Thundera, the Thundercubs are playing with the snarfs with the magical flute when Lion-O returns with the Feliner. But Ma-Mutt is waiting for him and attacks Lion-O with a black cloud, knocking him out. Tygra plays the flute and tells the mummy dog to go home.

Lion-O recovers in time for the Eye of Thundera to warn of the Thundercats being defeated on Third Earth. The Thundercubs don't understand the Thundercats are their friends. Lion-O uses the Eye's power to give the Thundercubs the understanding of Thundercats and sends them back to Third Earth in the Feliner to help the others. Snarf stays with Lion-O as the Thundercubs take off.

"I know what I'm doing Vultureman!" -S-S-Slithe
"I'd hate to be with you when you don't!" - Vultureman

This episode can be found on

Disc 6

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