Mumm-Ra hires Captain Shiner to send a fake distress signal to the ThunderCats. With their new vehicle, the Feliner, the ThunderCats set out into deep space to help the "ship in distress". When they arrive, Shiner captures Lion-O and the Sword of Omens. He gives the Sword to Mumm-Ra, and Mumm-Ra throws it into a black hole. Cheetara returns to Third Earth to get Panthro. They rescue Lion-O, and seize Shiner's ship. Panthro sets a course into the black hole to recover the Sword. They enter, and must battle the robotic city of lost space ships to recover the Sword of Omens and escape.