Lion-O and the Thundercats stood in fighting poses ready to attack. The Sailor Scouts and Tuxedo Mask had the same pose. "Free Cheetara and no harm will come to you." Lion-O commanded.

"Free Serena and no harm will come to you." Tuxedo Mask commanded.

Panthro wasn't looking to impress with his enemies. "Come on, Lion-O. We can beat them up and force it out of them. A skinny guy in a tuxedo and a bunch of girls. How hard can they be?" Panthro asked.

"Girls?" Sailor Jupiter said angrily. "We're the Sailor Scouts and we'll kick your a**es in a heartbeat." Jupiter said fired up.

"Yeah, right." Panthro said not impressed.

Sailor Jupiter became real angry and called on her powers. "Jupiter Thunder Clap Zap!" Her thunder and lighting powers charged at Panthro. The other Thundercats got out of the way while Panthro stood his ground and he was blown 15 feet into a tree hard.

Panthro became upset. "What the hell? No B***h is going to embarrass me." He took out his nun chucks and blasted his power at Jupiter, thus starting the fight between the Thundercats and the Sailor Scouts.

"HO!" Lion-O commanded his sword to blast at Tuxedo Mask but the eye closed. "What? The Eye of Thundera is closed. That means-"He dodged out of the way to avoid Tuxedo Mask's sharp roses. "Wait! I'm not your enemy and you're not mine." Lion-O said.

"Yeah, right." Tuxedo Mask said

"Thundercats, stop!" Lion-O commanded.

"Sailor Scouts, stop!" Tuxedo Mask told the Sailor Scouts and look back at Lion-O. "Are you ready to tell me where Serena is?"

"I don't know who you are talking about, but the Sword of Omens says you are not my enemy. We must trust each other." Lion-O said.

"He's right, Tuxedo Mask." Sailor Mars said. "I'm not getting any Negavibes from him."

"Are you sure?" Tuxedo Mask asked.

"Yes. These Thundercats are good beings."

"If you don't believe me, then trust the Sword of Omens." Lion-O said and held the sword in front of Tuxedo Mask. "Sword of Omens, give me sight beyond sight." The sword showed an image of Tuxedo Mask kidnapping Cheetara.

"That wasn't me. I didn't kidnap Cheetara. Someone impersonated me." Tuxedo Mask said.

"Yes, and someone impersonated me so you would think I captured Serena."

"I guess apologies are in order." Tygra said.

Everyone agreed and apologized to each other.

"If you didn't kidnap Serena and I didn't kidnap Cheetara, then who did?" Tuxedo Mask asked.

"We did." Mumm-Ra laughed maniacally as he and Jedite appeared.

"Mumm-Ra." The Thundercats said surprised.

"Jedite." The Sailor Scouts were also shocked.

"Where's Serena?" Tuxedo Mask demanded.

"Where's Cheetara?" Lion-O demanded.

Both Mumm-Ra and Jedite laughed and vanished.

Cheetara and Serena have been trapped in the cage for hours now but they have kept each other in good company by telling stories and being Thundercats and Sailor Scouts.

"I must say, Serena, being a Sailor Scout sounds exciting, especially you. Not only are you Sailor Moon, but you're the Moon Princess and future Queen of Earth a thousand years from now. It's amazing that your story begins a thousand years ago, and the story between you and Tuxedo Mask sounds romantic." Cheetara told Serena.

"Being a Sailor Scout is fun but so does being a Thundercat. Aside from Lion-O, you're the most powerful."

"I don't think so." Cheetara laughed.

"Don't sell yourself short, Cheetara. I mean, you got a sixth sense, telepathic powers and tele-something."

"Telekinetic." Cheetara corrected her.

"Yeah, that's it."

"I appreciate the compliment." Cheetara thanked her.

"No problem. So, how long have you and Lion-O been going together?" Serena asked.

"Say what?" Cheetara said sounding a little off guard.

"Aw, come on, don't be shy. I told you about me and Darien." Serena said.

"If there was something to tell you, I would. Lion-O and I are just friends." Cheetara said.

"I find that hard to believe. The way you talk about him; the way you look when you describe him. It look likes love to me." Serena said.

"That's because I do love him, but I don't think he loves me." Cheetara said sadly.

"He'll be crazy not to. You're smart, beautiful, and powerful. Even Jedite said that you were special to him." Serena pointed out.

"Maybe, but I doubt it." Cheetara said and decided to change the subject. Serena was getting to personal. "We have got to get out of here." Cheetara said getting up and looking around. "There must be some way."

"There's no chance of that, Cheetara." Jedite said wickedly.

"The Sailor Scouts and Thundercats didn't destroy each other as you didn't think they would, Cheetara, but the Sailor Scouts are without a leader, and the Thundercats are trapped here, leaving 3rd Earth and New Thundera to Mumm-Ra, the ever-living." Mumm-Ra laughed victoriously.

"So we were just baits." Cheetara said.

"And the Scouts and Thundercats took it." Serena added.

"Hook, line, and sinker." Jedite said.

"I think it's time for us to make a final departure. It was a pleasure working with you, Jedite." Mumm-Ra said.

"As it was with you, Mumm-Ra." Jedite said and looked at the women in the cage. "If you'll excuse us, we have planets to conquer." He said and they both vanished.

"We have got to get out of here, Serena." Cheetara said.

"Yeah, but how?" Serena asked.

"Tygra. I can contact him with my telepathic powers. I can contact the others through him." Cheetara said. She began concentrating on contacting Tygra. Her eyes begin to glow a bright yellow. Tygra can you hear me. She begin contacting him.

Darien and Lion-O were now looking at Tokyo on Darien's balcony at his apartment. The others were inside while Darien was finishing telling Lion-O about his story with Serena and the Sailor Scouts

"Confusing, isn't it?" Darien asked.

"A little, but I understand. I now see why you are so concern over Serena. It's hard worrying over a loved one." Lion-O said.

"It is. I bet you're going crazy, too. Wondering about your love, Cheetara."

"Cheetara and I don't love each other. We're just friends." Lion-O said.

"Oh, I just thought-"

Darien was cut off when Mina came outside. "Guys, Tygra just got in contact with Serena and Cheetara."

The three hurried back inside. "Are they all right?" Lion-O asked.

"They said they're fine." Tygra answered. His eyes were glowing.

"Where are they?" Darien asked.

"Where are you?" Tygra asked. "Cheetara says they don't know. They are trapped in a Thundrainium cage and was brought there while they were unconscious." Tygra told the others.

"The sword may tell us." Lion-O said and pulled out his sword. "Sword of Omens, give me sight beyond sight. Show me where we may find Cheetara and Serena." Lion-O commanded. "I see a dark palace. It's like nothing I have ever seen."

"Let me see, Lion-O. I may know where they are." Darien said and Lion-O let him look through the sword's hilts. "It's Beryl's Palace. I know how to get there. I was imprisoned there myself." Darien said and the eye closed.

"Since we know where they are, let's go get them." Mina suggested.

They were interrupted when the blue skies darkened and sounds of thunder and lighting appeared in the skies. The wind begins to pick up as well. Everyone when out on the balcony and Jedite holographic image appeared. "People of Earth. It is I, your new ruler, Jedite. Surrender to me now or suffer the destruction of your planet if you do not comply with me. Sailor Scouts, I challenge you to fight me. Although I must admit it will be useless. You'll find me in the heart of Tokyo." He said and disappeared.

"Well, this changes our plans." Lita said.

"It does. We'll have to divide in groups. Darien, Bengali and myself will go to Beryl's palace to rescue Cheetara and Serena. The rest of you will fight Jedite. Tygra, tell Cheetara we're coming." Lion-O said authoritatively.

"Amy, you're with me too. I made you to help me pinpoint Beryl's palace." Darien said.

Amy nodded in agreement. Darien and the Sailor Scouts transformed into their alter egos and headed for their separate missions.

Back on New Thundera, WilyKit and WilyKat were bored watching New Thundera. As usual for the past year, things have been quiet and peaceful.

WilyKat propped his feet on the controls. "This is boring, Kit. We're teenagers now and Lion-O and the others still treat us like kittens."

"I know what you mean, Kat. I'm tired of being stuck at home where nothing happens. When are we going to get some action?" Kit asked.

Just then, something hit the lair. It sounded like a large sword hitting the lair. Kit and Kat who knocked on the ground got up and check the monitors. It was Mumm-Ra in his super form with the Sword of Plundarr.

"Mumm-Ra." They said.

"Rreoww! What's going on?" Snarf asked as he and Snarfer ran in and saw Mumm-Ra on the screen. "Great Jaga."

"Give it up, Thunderkittens. You're no match for Mumm-Ra, the ever-living." His voice boomed over the monitors.

Tygra, Panthro, Sailor Mars, Jupiter and Venus arrived to the center of Tokyo and saw tanks and helicopters shooting missiles at Jedite but it was useless against him.

Jedite saw them coming. "So they decided to show up."

"We defeated you before, Jedite, and we do it again." Sailor Mars said.

"You have defeated the weak Jedite, but this Jedite has power from the Ancient Spirits of Evil." Jedite said and began to display some of his wicked power.

Cheetara was sitting calmly on the back wall while Serena was walking pacing impatiently.

"What's taking them so long. They should have rescued us by now. I'm so hungry."

"Be patient, Serena, Lion-O and the others will come." Cheetara told Serena and she sense something was coming. "Someone's here. Someone good. I sense Lion-O is nearby."

"Really? Are you sure?" Serena asked.

"HO!" Lion-O's voice was heard on the other side of the door and the sword's power knocked the metal door down. Lion-O and others stepped in. "Cheetara, are you all right?" Lion-O asked and became weak as he got closer to the cage.

"What's wrong?" Tuxedo Mask asked.

"Thundrainium weakens Thundercats." Lion-O said.

Tuxedo Mask open the cage and Serena ran into his arms. "You came. I knew you would."

"You know I would, Meatball Head." Darien told her and kissed her cheek. "Don't worry, Lion-O. I'll get Cheetara."

"No, I'll do it. As Lord of the Thundercats, it's my duty to save my people." Lion-O said and began walking in the cage. He immediately felt weak but continued until he got to Cheetara. When he got to Cheetara, he put his arm around her, and together they walked out of the cage. "How are you feeling?" Lion-O asked once they got out.

Cheetara squeezed him tightly. "I better now, but Jedite and-

"The Sailor Scouts and Thundercats are holding them off now." Sailor Mercury said.

"We also found your weapons." Bengali said and gave Cheetara her staff and Serena her locket.

The Sword of Omens growled. Lion-O immediately pulled his sword out of his Claw Shield. "Sword of Omens, give me sight beyond sight." Lion-O commanded. "Oh, no. The Sailor Scouts and Thundercats are in trouble with Jedite. Mumm-Ra has taken over New Thundera and freed the mutant and lunataks. They have conquered 3rd Earth." The eye closed. "They need us here, on New Thundera, and on 3rd Earth, and how are we going to be at three places at once?" Lion-O said a little frustrated and worried.