As his wife Queen Karas (Leslie Wing) nervously looks on, a confident King Sisyphus (Ray Henwood) greets Celesta (Kate Hodge), the embodiment of Death, who has come to escort him to the Underworld of her brother Hades. Through trickery, the King captures and chains his visitor, rendering her helpless by seizing her eternal flame. Meanwhile, Xena (Lucy Lawless) is attacked by the evil thug Toxeus (Chris Graham) while traveling through the forest with Gabrielle (Renee O'Connor). In the heated battle which follows, Toxeus tries to stab her with a hidden dagger but Xena narrowly escapes, driving the knife into the chest of her attacker. As she and Gabrielle walk away, however, they do not see that the imprisonment of Celesta has already begun to have an effect -- Toxeus' eyes pop open and his mortally wounded body is suddenly very much alive. As Xena and Gabrielle continue on their way, they are intercepted by Hades (Erik Thomson), who comes rumbling up from the Underworld to ask Xena to rescue his sister. He explains that if Celesta's flame is allowed to burn out, no one will be able to die. Eternal life -- filled with suffering -- will be the fate of all mankind. Xena agrees to help.
On their way to Sisyphus' castle, Xena and Gabrielle are faced with the terrible realization that as long as Celesta is imprisoned, the ill will find no relief in death. When they stop to give comfort to a group of sick and injured people by the roadside, they meet Talus (Kieren Hutchison), a handsome and compassionate young man who helps Gabrielle dispense first aid. Talus and Gabrielle are strongly drawn to each other and upon hearing about Celesta's capture, Talus insists on joining them in their mission. He reveals he can be of special help to them since his mother worked for the King when he was a small boy and he knows Sisyphus' castle quite well. At the same time, Toxeus, enjoying his newfound immortality, demonstrates to his band of thugs that they cannot be killed and convinces them to join in his campaign to hunt Xena down so they can capture Death for themselves.
Xena dispatches Gabrielle and Talus to the local hospital to help the injured as she leaves for Sisyphus' castle. Pursued by Toxeus and his men, she scales the castle wall and steals into the fortress. At the hospital, Gabrielle is warned by an old woman that Xena will die if she touches Death or allows it to touch her. Fearing for her friend's life, Gabrielle sets out for the castle with Talus.
After battling her way past several guards, Xena confronts Sisyphus in a dimly lit chamber, but falls prey to one of his tricks and falls through a trap door into a pit. After Gabrielle and Talus sneak into the castle, Talus, too, falls through a trap door into the same pit. Gabrielle successfully evades Toxeus' men as Xena and Talus escape the pit to face a succession of deadly traps. As Celesta's flame burns still lower, Karas finally offers her help, knowing that her husband's selfish attempt to cheat Death is wrong. She and Talus convince Sisyphus to release Celesta but as he begins to unlock her chains, Gabrielle rushes in, followed by Toxeus and his men, who take her hostage. Xena fends off the thugs and manages to save Gabrielle's life by smashing the last lock holding Celesta with a direct blow from her chakram. As soon as Celesta is free, Toxeus and his men fall to the ground, dead. Sadly, Celesta then comes for Talus, who has been ill for some time, but not before Gabrielle bids a heartfelt farewell to her new friend.
Guest Starring: Kate Hodge (Celesta), Ray Henwood (Sisyphus), Leslie Wing (Karas), Kieren Hutchison (Talus), Erik Thomson (Hades), Chris Graham (Toxeus), Gordon Hatfield (Seerus), Paul McLaren (Streptus), Kelly Greene (Guard), Beryl Te Wiata (Old Woman), Wayne England (Wounded Man), Allan Wilkins (Thug)
Starring: Lucy Lawless as Xena, Renee O'Connor as Gabrielle
Teleplay by Adam Armus & Nora Kay Foster
Story by Babs Greyhosky and Adam Armus & Nora Kay Foster
Directed by Charles Siebert