This issue begins with Snarf having a "conversation" with the Book of Omens outside of the ruined Cat's Lair. He is discussing how he cannot return to the site of the fall of Thundera. Meanwhile Lion-o searches the ruins and finds the bones of Bengali hanging from a wall with a note scrawled in his blood. The note is from Mumm-ra serving as a warning to those who may try to oppose him power. Lion-o and Snarf go to the mines where Panthro is being held and begin fighting to the deepest shafts of the mind where Panthro is being enslaved.
Meanwhile, Mumm-ra is watching what Lion-o is doing in his cauldron. Wilykit and Wilykat are present in the chamber. Mumm-ra begins arguing with the Ancient Spirits of Evil that he is not allowing Lion-o to actually win, but Mumm-ra is allowing Lion-o false hope before he ends him in a real fight. Mumm-ra also reminds that Spirits that he has killed one of them already and threatens them if the question him again. At one point he asks Wilykit to retrieve Ma-mutt and she is too slow for his liking. Mumm-ra punishes Wilykit for being too slow.
Lion-o reaches Panthro and frees him. An unnamed Thundercat explains that he and the other slaves will riot so that Panthro, Snarf, and Lion-o can get free. Lion-o protests but then realizes that he does not want to alert Mumm-ra that a rebellion is beginning. The three get free of the mine.
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