While Xena (Lucy Lawless) is trying to master Lao Ma's powers, she has a vision of K'ao Hsin (Marie Matiko), Gabrielle (Renee O'Connor) and a mysterious man being trapped by a group of soldiers armed with the explosive black powder. Xena decides to return to Chin with Gabrielle and Joxer (Ted Raimi) to find out who else knows the secret of the black powder recipe, which should have died with Pao Ssu (Marie Matiko). The trouble is that Pao Ssu has joined her equally evil brother, Ming Tien (Daniel Sing), in the spirit world and through him, was able to communicate to Khan (George Kee Chung) and his army of one hundred thousand men how to make the deadly powder. Khan and his army are now advancing on the people of Chin.
Meanwhile, the Chin refugees are heading for the hills, where K'ao Hsin insists they will be trapped by Khan's army. Xena suggests that they take refuge in a network of caves in Tau mountain near Lao Ma's palace. Joxer becomes fond of a child, Tei (Helen Phung), who has been separated from her family, and he gets into various predicaments as he tries to reunite her with them. Meanwhile, Lin Qi (Anthony Wong), a local who is in charge of protecting the refugees, falls for Gabrielle. Not wanting Xena to risk the life of her unborn baby, the two take it upon themselves to find out where the black powder is stored and blow it up. Just as Gabrielle sets the fuse, a huge net traps both her and Lin Qi. Xena has another vision and is able to use her powers to suck the air out of the storage shed and thereby extinguish the flame. Khan is temporarily foiled.
Pao Ssu and Ming Tien plan to absorb Xena's power in order to return to the physical world. In the final showdown, Xena wards off the army's advancing blows with her protective shield, but is physically unable to return the attack. Just as she is weakening, Xena has visions of her loved ones being defeated, which give her the strength to turn Khan, his army, Pao Ssu and Ming Tien into stone! With Chin now safe, Xena feels Lao Ma's powers leaving her, but not Lao Ma's spirit, which continues to live on in her. As kindred souls, Gabrielle is fond of Lin Qi, but decides that her place is with Xena so they part ways.
Guest Starring: Ted Raimi (Joxer), Marie Matiko (Pao Ssu & K'ao Hsin), Anthony Wong (Lin Chi), George Kee Cheung (Khan), Daniel Sing (Ming Tien), Helen Phung (Tei), Lohsing Cheng (Peasant)
Starring: Lucy Lawless as Xena, Renee O'Connor as Gabrielle
Teleplay by Buddy Williers
Story by Rob Tapert & Steven L Sears
Directed by Rick Jacobson
Trivia: Buddie Williers is Steven L. Sears. Sears decided to use his WGA registered a.k.a. for this episode as it was rewritten and revamped extensivley after he turned it in. His reasoning was that he didn't feel comfortable taking credit or blame for it so he decided to use the pseudonym.