It was a busy day at Cat's Lair.  Systems were running top-notch and it looked like no one had time to breathe.  The new ThunderCats had to be ready for anything.  Not too long ago,  they learned their homeworld, New Thundera, was conquered by Gen-Ta, a powerful demon priest of the Ancient Spirits of Evil.  They also had to watch out for mutants.  They had already  destroyed the Tower of Omens and who knows what else could happen.  Lyna, the new lord of the ThunderCats had entered the cargo bay when she spotted two strange vehicles.  One was a small air craft painted in silver and the other looked like a bike with some cybernetic enginerring.  "Well, how do you like them?"  asked Kara from behind.

"What are they?"  asked Lyna.

"My new inventions!"  Kara said.  "We can't rely on that ThunderTank or the ThunderStrike all the time, so I built some new stuff."  She went over to the technologic bike.  "This is the ThunderCycle, perfect for scouting and outrunning mutants."

"Don't tell Cougari."  Lyna joked.

"Oh, it's not that fast,"  Kara replied.  "But it's much faster than the ThunderTank, and just as armed."  She then went to the silver craft. "The Silver Wings are a three-in-one vehicle."  she explained.  "Watch." Kara ajusted the controls and the craft became a small plane and then a sub and then a land glider.  "It's perfect for those hard-to-get to terrains."  she bragged.  "Though I like the ThunderCycle much better."

"Kara, this is great."  Lyna said.  "We'll need more vehicles.   After all, if Gen-Ta doesn't attack soon, the mutants might."

"I don't think Gen-Ta will be after us too soon."  Cougari said as he entered the cargo bay.  "Not after the message Lyna sent to him."  His attention was then focused on the ThunderCycle.  "Hey!  Nice bike, Kara!"  he said as he started to go near it.  Kara stood in his path.

"Don't even think about it, Cougari."  she said.  "You are not touching that ThunderCycle."

"Aww, come on, Kara one little spin?"  Cougari begged.

"Yeah, right!"  Kara snapped.  "The last time you used one of my inventions, you nearly blew up the academy back home!"

"But that was an accident."  Cougari said.  "Anyway, it wouldn't have happened if you told me how it worked."

"Maybe if you were more patient you would have heard my directions." Kara said.

Lyna stood between them.  "All right, cool it you two."  she said. "It's bad enough we're fighting Gen-Ta without fighting amongst
ourselves.  Cougari, Kara, I'm counting on you two to get along."

"Well,"  Kara said.

"Please, guys."  Lyna said.

"All right, Lyna."  Kara replied.  "I'll try, but it would be a lot easier if his feet were glued to the ground!"

"I'm with you on that, Lyna!"  Cougari said.  "Say,  I'm bored here.  Why don't we take these new vehicles for a test drive?"

"Someone has to stay in Cat's Lair in case something comes up."  Lyna said.  "With the twins spreading the news on New Thundera, we're pretty much on our own."

"So, let the Snarfs guard the base."  Kara said.  "I want to test these vehicles!"

"We can't leave them here alone."  Lyna said.  "They're not fighters."

"Well, where's Tygris?"  asked Cougari.  "He could guard the base."

"No good,"  Kara said.  "He's out placing posts in the Forest of Mists. They're for in case we need to enter there and get out."

"I'll do it."  Lyna said.  "Besides, I need to know more about how the Snarfs escaped.  You two go ahead."

"With him?!"  Kara shouted.

"Kara,"  Lyna began.

"Oh, all right!"  Kara said.  "I'll take him."  She turned to Cougari. "Follow my instructions this time."

"Will do!"  Cougari said.  "I get the Silver Wing!"

As Kara and Cougari sped off in the new vehicles, Lyna went back to the command console where she found Snarf.  "Snarf, can you tell me something?"  Lyna asked.

"Anything, snarf, snarf."  Snarf replied.

"After Gen-Ta took over New Thundera,"  she started.  "How did you and Snarfer manage to escape?"

"Snarf!  Is that a long story.  When Gen-Ta attacked the Cat's Lair, Lion-O was the first one he went after.  When Gen-Ta couldn't be defeated, Lion-O gave me the sword and bid me pass it on to you.  Snarfer was working on a space craft from a suspension capsule when the attack stared.  So we boarded the craft, but there wasn't much fuel so Snarfer activated the boosters to get us to Third Earh as fast as we could."

Lyna looked deeply in the Sword of Omens.  It belonged to her father, Lord Lion-O, who was one of the victims of Gen-Ta's rage.

"Do you think I could be as good a leader as my father was?"

"Snarf!  Lyna, everytime I look into your eyes, I can see your father." Snarf said.  "You'll be a wonderful leader, snarf, snarf.  Just don't get into too much trouble."

"I hope you're right, Snarf."  Lyna said.  "By Jaga, I hope you're right."

Meanwhile, in a distant part of Third Earth, the mutants were exploring Dark Side.  They had been walking for days when Rakuna and Mammoth finally collapsed.  "Oh,"  they groaned.

"Get up, you two!"  Ursor shouted.  "No one is resting until we find what we're looking for."

"And just what are we looking for, oh mighty leader?!"  Rakuna said. "Some new eye to replaced the one you lost?!?!  We have walked miles around here and I don't see the point of continuing!"

"Hold your tongue, Rakuna!"  Pterra snapped.  "Ursor knows what he's doing!"  She looked at the large mutant admirably.

"She'll never learn, will she?"  Rakuna mumbled to himself.

"Uh, what are we looking for, Ursor?"  Mammoth asked.

"Someone to rid us of these annoying thunderians once and for all!" Ursor said.  "According to the Chronicles of Plunn-Dar, the great mutant warlord Rataro once came close to defeating the ThunderCats with the aid of a local demon priest.  Rumor has it that the priest was destroyed a long time ago, but if there was a new priest, more powerful than the last,"

"He could help us destroy the thunderians!"  Pterra finished.

"Correct, my dear."  Ursor said.  "Now, according to my sources, he lives around this valley."

"Look!!!"  Mammoth exclaimed pointing at a vast pyramid.  The others looked at what he was pointing at.

"By Plunn-Dar, Mammoth, I think we found it!"  Ursor said.  "The key to revenge and pride."

"Ursor, I have a funny feeling about this."  Pterra said.

"You're not afraid of a little inferior structure, are you, Pterra?" Ursor asked.  "Cowardliness is so unlike you."

"No, it's not like that."  Pterra replied.  "I just think we should reconsider, after all, who knows what a being such as the one you
described is capable of."

"We will be prepared for any treachery that comes."  Ursor said.  "Come! To the pyramid."

"I hate it when his pride's wounded."  Pterra said as they walked towards the pyramid.  "It makes him so rash."

"It wouldn't have happened if that hybrid didn't take out his eye." Mammoth said.

"As I recalled,"  Rakuna stated.  "It was the explosion that took out his eye."

"Well, who do you think caused the explosion?"  Pterra snapped.  "Plus, she was the last  one to face him in battle."

Inside the pyramid, the mutants came across Gen-Ta, the demon priest. Gen-Ta looked at the mutants.  "Who dare intrude upon Gen-Ta, the All Eternal?"  he asked.

Ursor boldly stepped towards him.  "I, Ursor, leader of the mutants, dare."  he replied.  "Are you the demon priest we've heard about?"

"Maybe."  Gen-Ta replied.  "To what do I owe the pleasure of your visit, strong Ursor?"

"Well,"  Ursor started.  "Pterra, tell him why we're here."

"We seek the help of a demon priest against the thunderians."  Pterra said.  "We heard the last one was terminated years ago."

"Your information is correct."  Gen-Ta said.  "There was a demon priest before me, but not as powerful, or he would be here today."

"I knew it!"  Ursor said.

"He would have also took over New Thundera and destroyed most of the ThunderCats as I have."  Gen-Ta bragged.

"What?!"  Rakuna cried out.  "Impossible!  No one's ever defeated the ThunderCats before, ever."

"Well, I was the first to do so."  Gen-Ta said.  "However, there are those who would defy me as you have noticed."

"Okay, so where's the sword?"  asked Mammoth.

"What sword?"  Gen-Ta asked.

"Surely you would have known about the Sword of Omens."  Ursor said. "The weapon passed down generations in the royal family."

"This sword you speak of,"  Gen-Ta said.  "Did it have a cat's eye carved between the blade and handle?"

"You speak of the Eye of Thundera,"  Ursor explained.  "It shows things beyond a person's normal sight and can be used to call for help when needed."

"So that was the sword the Princess used against me."  Gen-Ta thought to himself.  "No wonder Mumm-Ra was defeated.  Hmm, these mutants might be of some help.  I'll play along with their game, then when it is all over, they'll be my slaves as the thunderians are."  He turned to face the mutants.  "My dear friends,"  he said to them.  "Of course I will help you.  They are my enemies as well as yours.  However, they are now ThunderCats led by their new lord, the Princess Lyna."

"That's the hybrid who defeated you, Ursor."  Pterra said.

"I can grant you and your comrades power beyond your wildest dreams." Gen-Ta continued.  "Follow me."

The mutants followed Gen-Ta into a lower chamber with many technologcal contraptions.  "For a priest,"  Rakuna commented.  "You have much technology."

"I like to keep up with the times."  Gen-Ta explained.  "I also merge my powers with these wonderous machines."

"Interesting."  Ursor said.  "So, where is this power you promised us?"

"Step into the chambers."  Gen-Ta said.  "You'll get your power."

"I don't know about this,"  Pterra stated.

"I assure you, it is completely safe."  Gen-Ta assured her.

"Pterra, we need this power."  Ursor said.  "It's the only way we'll defeat those ThunderCats."

"All right, but no tricks."  Pterra said as the mutants stepped into individual chambers.  Gen-Ta worked the control console like magic and used his own power to charge the machine.  Within a matter of minutes, he was done.

"The process is comlete."  Gen-Ta said.  "You may emerge."

The mutants exited the chambers, shocked at their new appearances. Parts of their bodies were metal instead of flesh.  "What in the name of Ratilla have you done to us??!?!?"  Pterra cried.  "We wanted power, not a make-over!"

"This is it."  Gen-Ta said.  "These are the next stage in bio-cybernetics."

"Bio-cybernetics?" Rakuna wondered.  "Impressive.  I've heard of experiments done in the far galaxies, but no one's ever been able to make them work right."

"My eye."  Ursor said.  He was feeling the spot where his lost eye was. It was replaced with a metal patch with a small lens.  "I can see through it again.  This is amazing!"  A laser shot out of the lens and scorched the wall.

"Careful!"  Gen-Ta cried.  "My machines replaced your injuries with a fresh model.  The optical lens shoots out a laser charged with the finest minerals."

"Whoa!"  Mammoth said.  "I feel stronger!"

"The enhacements have made all of you a hundred times stronger, a hundred times faster."  Gen-Ta said.

Mammoth then went through the wall.  "Uh, how do we get out of here?" he asked.

"Yet for Mammoth, a hundred times dumber."  Rakuna moaned.

"Excellent!"  Ursor exclaimed.  "The ThunderCats won't stand a chance."

"If you wish to test out your new powers,"  Gen-Ta said.  "Two of the ThunderCats are out on the valley."

"What are we waiting for?!"  Ursor said.  "Let's get them!"

"I believe this is the beginning of a wonderous alliance."  Gen-Ta said as the mutants left.  "Now, to deal with that sword."

At a valley beyond Cat's Lair, Kara and Cougari were racing the new vehicles.  "Hey, Kara!"  Cougari cried out from above.  "Watch this!"  He then did a loop de loop on the Silver Wings.

"Cougari, be careful!"  Kara cried out.  "The Silver Wings weren't made so you could break them!"

"Aww, lighten up, Kara."  he said.  "You've been serious about these vehicles since we left."

"Lyna said we should work together."  she replied.  "That doesn't mean I have to like it."

"Well, excuse me, Ms. Serious."

"At least I don't need my feet glued to the floor like you."

"So, when do we test out the weapons?"

"As soon as we reach the mountains."  Suddenly, a blast came out of nowhere and knocked Kara down.

"Kara!"  Cougari called as he circled around towards her.  "Are you all right?"

"I'm fine!"  Kara groaned.  "What on Thundera was that?"

"Funny you should ask."  Ursor said as he and the mutants came towards Kara.

"Mutants, I should have known."  Kara said as she got up.  When she looked at them, she couldn't believe what she saw.  "By Jaga."  she gasped.  "Cougari!  Watch out!  Mutants!"

As soon as he heard the warning, Pterra flew towards Cougari and grabbed the Silver Wings by the nose.  "Going down."  she said as she tossed him from the vehicle.  Cougari managed to flip himself to safety until he landed.

"Are those the same mutants that attacked us at the Tower of Omens?" asked Cougari.

"I think so."  Kara replied.  "What do you think happened to them?"

"We are improved."  Rakuna said.  "And you, are dust!"

"I think not!"  Kara shouted as she snapped out her chain whip.  She managed to trip Mammoth, but  then Pterra grabbed the whip and flung Kara into the air.

"That was for last time, ThunderCat."  Pterra said.  She turned to Cougari. "Now, for you!"

"Try and catch me!"  Cougari cried as he tossed the boomerang.  Mammoth caught it and crushed it into tiny pieces.  Kara came around and managed to flip out of the way of rockets that shot out of Mammoth's arms.

"This is not good."  Kara said.  "The mutants seem to have been equipped with cybernetic enhacements."

"Great."  Cougari said.  "So, what do we do?"  Ursor shot a laser at their feet.

"We run!"  Kara shouted.  The two ThunderCats boarded the ThunderCycle and fled.  The mutants then gave chase.

Meanwhile, at Cat's Lair, Lyna was monitoring scans when the sword began to glow.  "Danger."  she said.  She raised the sword.  "Sword of Omens," she called.  "Give me sight beyond sight!"  She saw Cougari and Kara being chased by the mutants.  She was surprised at what the mutants looked like.  "What in the world?  Mutants?  No time to figure out what happened!  Cougari and Kara need me."

"Snarf!  You can't go out on your own, snarf, snarf."  Snarf said.

"I have no choice.  Keep watch of Cat's Lair."  Lyna replied.  "If any of the others contact you, tell them what's happening."

"What about you, snarf, snarf?"

"I'm not losing anymore of our people.  I'll be back soon."  Lyna then left and headed towards the valley.

Gen-Ta watched the action in the pool of mystic water.  "Yes, Princess,"  he said.  "Go and save your people.  My plan is working nicely.  Soon, the ThunderCats will join their predicessors."  He then held up his staff.  "By the Ancient Spirits of Evil,"  he chanted.  "I rise from this mortal shell as Gen-Ta, the All Eternal!"  Powered up, he headed after Lyna.

At that moment, Cougari and Kara managed to hide from the newly-enhanced mutants in a cave.  "Whew!"  Cougari sighed.  "I thought we'd never lose them."

"They're a lot tougher than before."  Kara said.  "We have to hang on, though."

"Listen, Kara."  Cougari said.  "You seem to know a lot about what happened to the mutants.  So, fill me in on the details?"

"The mutants' biological structure has been enhanced by cybernetics." Kara explained.  "However, the technology is too advanced for them to do  this on their own."

"So, you're saying they had help."

"Exactly, the question is, who?"

"I can think of someone in particular."

At that moment, Mammoth had punched into the wall and attacked.  The other mutants later joined in.  Ursor let loose an electric shock from his metal claws which stunned Cougari.  Pterra screeched at a supersonic level too much for anyone to stand.  Mammoth and Rakuna then teamed up for a double attack starting with a thunderstone grenade and finishing with an explosive pellet.  Kara and Cougari didn't know how much longer they could survive.  "We have to do something!"  Cougari cried.

Kara looked at the mutants closely.  "Cougari!"  she cried.  "I have an idea!"

"I'm dying to hear it, Kara!"  Cougari replied.

"Distract them!"  Kara cried.  "Run around them until they're in a circle."

"And then what?"  asked Cougari.

"You'll see."  Kara replied.  "I hope this works."

While Kara and Cougari battled the mutants, Lyna came to the valley where they were attacked.  She then saw the Silver Wings in otherwise good shape.  "Those Cyber-Mutants sure know how  to rumba."  Lyna thought.  "I have to find Cougari and Kara before--"  Just then, Gen-Ta came across her.  "You!"  she cried when she saw him.

"So, we meet again, Princess."  Gen-Ta said.  "This time, you won't escape me."

"I've handled you before, Gen-Ta."  Lyna replied.  "This time won't be different."

"Yes, I still carry the mark from our last battle."  he said refering to the scar on his chest.  "But I'm afraid you'll be the one defeated."

"What makes you so sure?"

"Your friends, the ones attacked by the Cyber-Mutants.  What were their names?  Kara, wasn't it?  And Cougari.  Such brave warriors to champion you, Princess."

"It was you."  Lyna said.  "You're the one who made the mutants like that."

"Their leader Ursor wanted power for him and his group."  Gen-Ta explained.  "I simply offered it."

"Get out of my way."  Lyna demanded.  "I don't have time for you."

"Oh, but you do."  Gen-Ta said.  "I can stop the Cyber-Mutants.  After all, I created them.  But payment is required.  I'll simply settle for your Sword of Omens."

Lyna grasped the sword fiercely.  "Your offer is too cheap."  she answered coldly.  "The Eye of Thundera will not follow an evil command."

"Then your friends are doomed for sure."  Gen-Ta replied.

Lyna then took the sword and shot an energy beam at Gen-Ta.  Gen-Ta flipped out of the way, giving Lyna time to get to the Silver Wings.  She started it; it still worked.  "You took my father's life!"  she cried. "You won't take his sword!"  She then flew into the air with Gen-Ta giving chase.

As soon as Cougari had the cyber-mutants surrounded, Kara signaled him to get out of the way.  She then fired a magnetic field around them from the ThunderCycle, leaving them helpless.  "That was sure genius." Cougari said.

"Cybernetics and magnetics never did mix."  Kara replied.

Just then, Lyna came up in the Silver Wings with Gen-Ta on her tail.  As soon as she saw them, she came down and saw the Cyber-Mutants knocked out cold.  Gen-Ta was in a great shock.  "Your Cyber-Mutants are defeated,Gen-Ta."  Lyna said.  "Seems you won't be getting the Sword of Omens after all."

"You've only won the battle, ThunderCats."  Gen-Ta exclaimed.  "But I will win the war."  He and the Cyber-Mutants disappeared.

At Gen-Ta's pyramid, all were upset by the way things turned out.  "So, this Sword of Omens is more powerful than I took it to be."  Gen-Ta said.

"We don't stand a chance."  Rakuna said.

"Someday, I'll get my hands on those ThunderCats, and when I do, they'll all pay!"  Ursor cried.

"You had better hope so, my mutant friend."  Gen-Ta said.  "Their destruction will be your payment for these enhacements, so I pray you make good on your word."

At Cat's Lair, the ThunderCats held a council meeting.  "Great job, guys."  Lyna said.  "We're definitely on a roll today.  See, Kara? Sending you out to Cougari wasn't so bad."

"I guess not."  Kara said.  "We did beat the cyber-mutants together."

"Yeah!  We toasted their metal hides for sure!"  Cougari added.  "So, does that mean I can drive the ThunderCycle?"

Kara gave him a serious look.  "Don't push your luck."  she said.

"You two are never going to get along, are you?"  Tygris asked.

"Only  when we need to."  Kara replied.  "Which will be most of the time."

"Well, keep that kind of teamwork up and we'll free New Thundera from Gen-Ta in no time."

"Yeah!!"  they all shouted.