The episode begins at the City Center Zoo. A boy spots a lion and tells his Mother, believing he meant the Lion statue nearby, his mother corrects him but it is revealed that the boy was talking about a giant mutant lion rampaging through the Zoo along with other mutant animals. The Avengers appear to save the day, while one of the creatures overwhelm Thor, Zarda suddenly appears, much to Thor's surprise. The Power Princess begins fighting along side the Avengers, while fighting with honor, which interests Thor. When the Avengers and Zarda capture all the creatures they begin to revert back to their original forms. Zarda explains that she was on her way to her to her Training Zone till she saw the conflict and honor is her only motive and relates herself to Thor. The Avengers attempt to capture her but using her sledge, she creates a cloud of dust and vanishes.
Back at the Avengers Tower, The Avengers are trying to find Zarda, while Thor is convinced that the reason that Zarda helped them was due to a Warrior's Oath, to fight only for glory and honor. Captain America states that it does not matter if she was in or out of the Squadron Supreme. Thinking none of the Avengers understand, Thor goes after Zarda alone, while Hulk asked where he was going.
Meanwhile, in the Arctic, Zarda is seen battling Frost Giants till Thor comes to her aid. During the fight, Thor says that the Squadron Supreme battle for their own personal while Zarda exclaims that Nighthawk promised her the honor of bringing order and discipline to the people of Earth, until he switched his objective to destroying the Avengers. Thor questions if Zarda would feel more in place with heroes. Zarda laughs at the idea of weak humans as heroes. Zarda tells Thor that a long time ago, she was a princess and heir to her Mother's throne and now she honors her battling alongside the truly powerful, which relates to Thor's background. Zarda decides that there are better places to train and takes Thor on to her invisible ship, which is how she escaped the Avengers back at the Zoo. Thor is suspicious that Zarda was leading him into an ambush, but Zarda swears on her honor that it was not an ambush.
She takes Thor to an island that she created from the ocean's bedrock and then summons a Dragon to fight Thor, claiming that it was a gift. After Thor defeats the creature he is extremely pleased to unleash al of his might, but reveals Thor is not done yet as the monster rises and he continues to battle it. Meanwhile, back at the Avengers Tower, Hulk sits on the couch with a Captain America game turned on, missing Thor. Hawkeye attempts to play, only to be scared off by Hulk.
Thor is still battling the Dragon, who he momentarily knocks away with Mjolnir. Zarda comes and states that Thor could never fight with such glory while on his team. Thor defends the Avengers by saying that they fight to protect others, despite personal cost they would have to pay. Thor finally defeats the Dragon when it returned but unknowingly creates a shock wave. Zarda then uses her sledge to conjure Rock Trolls while this time fighting alongside Thor, while unintentionally creating more shock waves which create a tidal wave.
J.A.R.V.I.S. and Falcon warn the other Avengers of the tidal wave and goes to stop it as Hulk, who hears the hits and recognizes them as Thor's and goes to investigate. After defeating the Rock Trolls, Thor and Zarda begin to spar with one another while making a deal that if they defeat one another, the loser must defect from their team. Zarda then sends Mjolnir flying away from the island and it will take a while it to return to Thor. Hulk follows the shock waves and sees Mjolnir which he grabs so he will be lead to Thor. Thor continues to fight Zarda even without Mjolnir, while Zarda tries to convince Thor to join her till Hulk comes crashing in and attacks Zarda, to Thor's surprise. Meanwhile, The rest of the Avengers try to stop the tidal wave.
Thor is angry that Hulk interrupted their battle while Zarda accuses Thor of treachery by saying he purposely led Hulk here to help fight her. Hulk tries to convince Thor that they are endangering lives and Zarda is merely using, only for this to make Thor even madder and attack him. At New York, Iron Man with Ant-Man's help uses an energy cage entrap the tidal wave. Thor and Hulk are still fighting till Hulk finally convinces Thor that Zarda is using him. Zarda then declares that Thor is not worthy for her plans for him and transforms Hulk in a savage creature similar to the ones at the Zoo, revealing she is responsible for the animals turning into monsters which she believes is improving an earthy animal. Thor kicks Zarda away and tries to lift her sledge undo Hulk's tranformation, but it is revealed that the sledge functions the same as Mjolnir and can be only be wielded by Zarda. Monster Hulk begins attacking Thor and Zarda tries to convince him to kill the now monstrous Hulk, but he refuses to fight him and Hulk continues to pummel Thor, while Thor gets through to Hulk enough to draw his attention on Zarda, and then reverts to his original state. Upset by Thor's refusal, Zarda leaves on her invisible ship and sets the island to sink, but luckily the rest of the Avengers rescue them.
At the Squadron Supreme's Headquarters, Zarda returns while Nighthawk predicts that her mission to persuade Thor to their side has failed. While Zarda is genuinely hurt that Thor refused to fight for power, she then agrees with Nighthawk that the Avengers must be destroyed.
Ay the Avengers Tower, Hulk and Thor playing video games while telling the others of their day, the two decide to relive today's events and head for the training room, while Hawkeye finally gets to play video games only for the controllers to be crushed.
- Written by:
- Paul Giacoppo
- Directed by:
- Phil Pignotti
. This is the first time Power Princess is seen without her helmet.