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The ThunderCats' search for the Tech Stone leads them high above Thundera to the floating bird city of Avista, where the stone is the power source for their city.
While trying to uncover the location of the next stone, the ThunderCats cross paths with a mad man, Soul Sever, who is trying to insert the souls of his long-lost family into machines.
In the season finale, Mumm-Ra's forces find the ThunderCats and the Tech Stone in Avista City. An incredible battle ensues for the stone as Lion-O finds himself betrayed by a trusted ally.