While Xena (Lucy Lawless) pursues a group of murdering thugs led by Hesiod (Andy Anderson), Gabrielle (Renee O'Connor) stumbles into a cavern where a group of priests are performing a ritual. When she corrects the pronunciation of a young woman who is chanting words from an ancient scroll, the huge rock sculptures of three Titans known as Theia (Amanda Tollemache), Crias (Eddie Campbell) and Hyperion (Mark Raffety) spring to life from the cavern wall. Thrilled at being liberated, the Titans drop to their knees before Gabrielle, whom they proclaim a great goddess. Delighted by the prospect of solving humankind's problems with the help of these amazin g servants, Gabrielle sets out with Crias to assist Xena in capturing the evil Hesiod. Though terrified at first by the sight of the Titans, the villagers are reassured when, at Gabrielle's direction, the giants begin fixing the damage from a recent flood. Meanwhile, a skeptical Xena warns her friend that there may have been a very good reason why the Titans were entombed by the gods in the first place. Gabrielle soon realizes how naive she's been when Hyperion, now angry and convinced she's no goddess, sends her flying backwards through the air with one powerful breath. Rushing to Gabrielle's aid, Xena narrowly escapes being crushed by driving her sword through the Titan's foot. Hyperion begins destroying the town and only Xena's quick thinking allows the villagers to escape his rage by seeking shelter in a temple sacred to the Titans.
Despite the objections of Crias and Theia, Hyperion announces he will kill every human being he sees until Xena is turned over to him, and will make a king of whoever does so. He also plans to capture Gabrielle, whom he needs for a second chant to free hundreds of other Titans from the walls of the cavern. When several anguished parents cry out in fear for their children who are still in the village, Xena sneaks out to rescue them. Phyleus (Kieren Hutchison), a handsome young village priest who is smitten by Gabrielle, remains by her side while Xena's cunning prisoner Hesiod -- now tied to a pillar in the temple -- tries to turn the frightened towns people against Xena. Before Hyperion can kill the children, Crias attacks the evil Titan and a terrible battle ensues. As Xena leads the children to the safety of the temple, Hyperion kills Crias and follows her. Upon entering the temple, Xena is captured by the evil schemer Hesiod and a group of villagers who have freed him in their eagerness to appease the Titans. Placing her in a wooden coffin, Hesiod and Rhodos (David Mackie) deliver the box to Hyperion, but are themselves killed when the furious Titan opens the coffin and finds that the warrior woman has escaped. Xena makes her way back to the temple just before the terrified villagers are about to turn Gabrielle and Phyleus over to the Titans, and tells them of Hyperion's plan to destroy humanity by releasing the hundreds of Titans still entombed in the cavern. Finally rallying behind Xena, the townspeople begin constructing a large contraption resembling a giant mousetrap.
Meanwhile, Phyleus reveals that there is another chant on a scroll beneath the cavern altar which, if said correctly, will turn the Titans back to stone. Gabrielle steals off to the cavern that night but just as she locates the scroll, a cage rigged by Theia drops over her. Hyperion tries to make her recite the second chant but Gabrielle stalls long enough to allow Xena to sneak into the cavern. She lures Hyperion into the path of the villagers' contraption, which hand-cuffs Hyperion's wrist as it snaps shut. In order to save the Titan she loves, Theia offers Xena the scroll which will turn them back to stone. In a last burst of power, Hyperion smashes the contraption to pieces but before he can get to Xena, she yells out the words of the chant to Gabrielle, who shouts them quickly and correctly, turning the Titans to stone.
Guest Starring: Mark Raffety (Hyperion), Amanda Tollemache (Theia), Edward Campbell (Crias), Andy Anderson (Hesoid), Paolo Rotondo (Phyleus), Syd Mannion (Calchas), David Mackie (Rhodos), Jack Dacey (Creon), Sian Hughes (Young Woman), Peter Morgan (Barkeep), Maggie Tarver (Villager #1), Simon Cameron (Villager #2), Tania Anderson (First Woman), Julianne Evans (Second Woman)
Starring: Lucy Lawless as Xena, Renee O'Connor as Gabrielle
Written by R.J. Stewart
Directed by Eric Brevig