- Ming utilizes his Star of Mongo crystal to tap Kshin's fertile imagination in the battle simulation room and brings to life "anti"-Defenders who can destroy the real Defenders once and for all.
- If Ming's Star of Mongo crystal is incorporated into his override device, things which exist only in the imagination can be made real. Ming plans to have Kshin brought to Ice Station Earth where his imagination will be tapped to create an army of Mind Warriors to eliminate the Defenders and steal back the Doomsday Device. First, however, Ming must get his hands on Zuffy in order to use him as bait for Kshin, so he creates a robot resembling a female zuffoid which he uses to lure Zuffy into a trap.
Later, Kshin returns home from school to find Zuffy missing. He goes to look for him in Central City and eventually decides to try the video arcade, where Ming contacts him via one of the games and tells him that, if he wants to see Zuffy again, he must do as Ming tells him. Shortly after, Kshin waits under a bridge as one of Ming's ships lands nearby. Garax then pulls him aboard and he is taken to Ice Station Earth where Ming ejects Zuffy, for whom he has no further use, before telling Kshin that he wants him to create a team of warriors to defeat the Defenders. Kshin (who has been hooked up to Ming's override device) tries to resist, but Octon reaches deep into his mind and pulls out six deadly Mind Warriors (Radian, Bi-Ninja, Zalzar, Ripper, Jammer Head and Neutron Man) which materialise in the Battle Simulation Room.
With Dynak having almost finished calculating the deactivation code for the Doomsday Device, Flash tells his fellow Defenders they can relax. Just then, however, the Mind Warriors appear on the scene. When Jedda asks who they are, Radian replies that they were created for Ming by Kshin's imagination. The Defenders attempt to fight the Mind Warriors, but each of the Mind Warriors has been created to counter a particular Defender, with Bi-Ninja designed to take on both Lothar and LJ, and soon have the Defenders on the run. The Defenders regroup in the main control room while the Mind Warriors leave Monitor, taking the Doomsday Device with them.
Radian reports back to Ming, who orders the Doomsday Device taken to his asteroid base. Kshin, who has been turned into a living puppet, breaks through Octon's control long enough to demand to know where Zuffy is, but Octon reasserts control and says Zuffy is not important. Meanwhile, Zuffy is wandering the tunnels beneath Ice Station Earth when a hand belonging to an unseen being picks him up. Ming takes off in his Flying Throne-room, heading for his asteroid base.
The Mind Warriors return to Monitor to finish off the remaining seven Defenders. Flash tells Dynak to activate the force-field, but Dynak says the Mind Warriors have sabotaged her defences, meaning it is impossible to prevent them from penetrating any further into Monitor. As the Mind Warriors enter the control room, Flash and the others head for the launch bay, where Flash tells Rick, LJ and Jedda to go and rescue Kshin while he, Mandrake, the Phantom and Lothar keep the Mind Warriors busy. Flash says the fate of the world is more important than the personal safety of himself and his fellow Defenders. As Rick, LJ and Jedda take off in the Terry, Bi-Ninja observes their escape, but adds that it doesn't matter as the Doomsday Device is already at Ming's asteroid base, so all the Mind Warriors need to do is eliminate Flash and the others.
Arriving at Ice Station Earth, Rick, LJ and Jedda enter the tunnels, where they encounter Ubor, the being Zuffy encountered earlier. Back at Monitor, Flash devises a plan to get the Mind Warriors to leave. Knowing the Mind Warriors are programmed to destroy the Defenders, he has Dynak create holograms of himself, Mandrake, the Phantom and Lothar which are "killed" by the Mind Warriors as Flash and the others hide nearby. As soon as the Mind Warriors, believing they have succeeded in their mission, have departed, the four Defenders emerge from hiding. Flash then tells Dynak to keep track of the Mind Warriors' ship as it will lead them to Ming's asteroid base.
Meanwhile, Rick, LJ and Jedda learn that Zuffy is safe, and Ubor (a rebel from Mongo) tells them that he is the last survivor of a race which is descended from zuffoids. Ubor helps Rick and the others to find their way into Ming's stronghold, where Kshin (who is still under Octon's control) summons Bi-Ninja, Jammer Head and Neutron Man to eliminate his fellow Defenders. However, Jedda is able to get through to Kshin and convince him that he is a Defender. Kshin then dismisses Bi-Ninja, Jammer Head and Neutron Man. When Octon orders Kshin to bring the three Mind Warriors back, Rick uses his laser gun to sever Octon's cables, enabling him to free Kshin. The kids and Zuffy make their escape, taking Ming's override device with them.
Later, with Ming about to launch the Doomsday Device against Earth, Kshin uses Ming's override device (which has been connected to the Defenders' Battle Simulation computer) to enhance his fellow Defenders' special abilities. The Defenders then head for Ming's asteroid base and Kshin teleports Flash, Mandrake, the Phantom, Lothar, Rick, LJ and Jedda inside, where thanks to their enhanced powers they make short work of the Mind Warriors. Ming launches the Doomsday Device and Kshin teleports the other Defenders onto the weapon which Rick reprograms to take out Ming's asteroid base. Ming, seeing the resulting explosion on his view-screen, thinks Flash and the others have been killed, but it turns out that Kshin was able to teleport them to safety using Ming's override device, which was destroyed in the process.
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