Ken, Bato, and Rin continue their journey and find themselves at a village ruled by a follower of Ken-oh named Bugal, a neat freak who has monopolized the town's water supply for himself.

While infiltrating one of Ken-oh's enlistment groups, Kenshiro confronts Glen the Killer Machine, a man raised to be a fighting machine. After Ken defeats Glen, Glen renounces his evil ways only to be betrayed by his master David, who has his men to kill Glen. David and his men flee from Ken, only to be slaughtered by Hyui and his Wind Brigade, who then challenges Ken to a sparring match.

Hyui of the Wind launches a war campaign against Ken-oh and his troops on behalf of the Last General of the South Star and attempts to lure Ken-oh to him by wiping several of troops. Hyui is eventually found by Ken-oh and is defeated with a single strike.

Vowing to avenge his brother star's death, Shuren lights a funeral pyre for Hyui and burns down his home castle, leaving him and his Crimson Army with no home to return to, while Kenshiro goes after Morgan, the chief of Ken-oh's vanguard force, for destroying Bato's buggy.

Shuren of the Flames confront Ken-oh and uses the Five Chariots Passionate Flame Fist as he attempts to sacrifice his life to defeat Ken-oh by engulfing himself in flames. Kenshiro, Bato, and Rin befriend a gentle giant named Fudo after saving him from a group of Ken-oh's soldiers

Kenshiro fights a gang of four led by a man named Gokure, which causes Fudo to reveal his true nature as one of the Five Chariots sent on behalf of the Last General of the South Star.

Rihaku's agents attempt to persuade Juza, the only member of the Five Chariots that has not joined the Last General's cause, while Kenshiro and friends face a group of bandits pretending to be Ken-oh's men.

Juza demonstrates his self-taught style against Gelza, a bandit that has come to his castle reclaim his "women" from Juza, while Kenshiro faces Ken-oh's pike brigade led by Yakob.

Kenshiro and friends find themselves at a village ruled by Dolfi, who oppresses his residents by giving them a false sense of democracy, while Juza is drugged and taken to the Last General's castle, who reveals her identity to Juza.

Kenshiro and his friends attempt to find a way to cross a bridge that is under the surveillance of one of Ken-oh's men, while Juza and his gang intercepts Ken-oh and his men

Kenshiro faces Jenomy, an assassin who seeks to make Kenshiro his 10,000th victim, while Juza flees from battle by hijacking Raoh's steed Kokuoh-Go.

Hilka kidnaps two of Fudo's adopted children, Danji and Jiro, in an attempt to sidetrack Kenshiro and his friends from reaching the Capital of the South Star before Raoh.

Kenshiro is forced to make a choice between going to the Capital of the South Star while he is still ahead of Raoh or retreat to help Fudo rescue Danji and Jiro from the quicksand they were thrown into by Hilka.

Juza returns to Raoh to continue their battle where they left off, while Kenshiro is told by Fudo the true identity of the Last General of the South Star.

Having learned that Yuria survived the destruction of Southern Cross thanks to the interference of the Five Chariots, Kenshiro rushes to the Capital of the South Star with greater urgency, while Raoh attempts to interrogate Juza to learn the identity of the Last General.

While Kenshiro and Raoh are mutually approaching the Capital of the South Star, Rihaku tells his daughter Toh about Hokuto Shinken and the history between Kenshiro and Raoh.

Kenshiro faces Ken-oh's shadow brigade, while Raoh enters Yuria's castle first, but instead of finding the Last General, he encounters Toh, who is masquerading as Yuria.

Yuria attempts to escape from her castle in order to be reunited with Kenshiro, while Rihaku challenges Raoh. However, Kenshiro refuses to see Yuria yet, feeling that her life might be in danger as long as Raoh lives.

Raoh is overwhelmed by Kenshiro's newly discovered technique of Musō Tensei and is willing to accept death, until one of Rihaku's booby-traps is accidentally triggered and the floor collapses. Raoh recovers from the wreckage and manages to stumble into Yuria and then rides off with her.

Kenshiro continues to chase after Raoh and rescue Yuria, even with his eyes wounded, while Raoh, having been haunted by nightmares of his near-defeat against Kenshiro, seeks to conquer his fear.

Fudo, who was once a terrifying bandit until he learned the value of life from a young Yuria, is challenged by Raoh, who seeks to conquer his fears by defeating the only other man whom he ever feared.

Raoh appears to have gained the upper hand against Fudo, but Fudo's courage and paternal love allows him to persist further in battle, causing Raoh to instinctively retreat and Raoh's army to interfere.

At Fudo's funeral pyre, the sole surviving member of the Five Chariots, Rihaku, remembers the sacrifices of his comrades as they fought to protect Yuria from Raoh.

The men of Ken-oh's army are demoralized as news spread of Raoh's apparent defeat after his fight with Fudo. Raoh, realizing that only those who understand sorrow can achieve to master Unconscious Transmigration, decides to sacrifice Yuria for his final battle against Kenshiro.

Kenshiro is taken by Kokuoh-Go to the North Star Mind and Body Training Ground for his final battle against Raoh, as Raoh reveals that he too has mastered the Unconscious Transmigration.