The Lexx is captured by a web-like organism that tries to devour it. The creature takes control over Stanley, using him to fool the others into thinking that the danger is over.

The Lexx intercepts the porn-flick a nearby space transport is running as entertainment, and Stanley orders the ship to head for the source - believing it to be an actual distress signal. But when they arrive, they find only the wrecked remains of the transport, with the hazardous material it was transporting leaking out.

The Lexx takes aboard 5 youths in who've drifted in space for 300 years in cryo-stasis. With nothing better to do they decide to party, until one of them corrupts Kai's programming, turning him into a psychopathic killer.

The Lexx is forced to land on a mysterious planet to seek help when Stanley collapses. Unfortunately, the place has a strange effect on the dead, as Kai goes off on his own reciting poetry, while the corpses buried nearby arise at night to devour the living.

As Mantrid is eating up the universe with exponentially increasing speed, Kai sees the Lexx's only option as traveling to the center of the universe, hoping to discover a remaining portal to the Dark Zone. But on their way, they fly into a giant living "web" and then everything goes blank...

Gametown is attacked by Duke's forces in the stolen moths, though Kai manages to take back one and return to the Lexx with Bunny. Trying once more to go down to Water for food, Stanley decides they should go to Boomtown - the "all sex all the time" city... Meanwhile, Duke moves against Prince on Fire.

Xev demand they investigate an abandoned world, still transmitting TV signals. The computer host offers them parts in different TV shows, though they had better get good ratings or they'll end up canceled...

Stanley discovers much to his dismay that they aren't alone on the Lexx. A family of hillbilly farmers has been living there in hiding, and decides to seize control of the ship and return to their home planet.

When 790 reluctantly reveals that Xev has a built-in expiry date that's soon up, the Lexx heads to the planet Woz where the only remaining love-slave transformation device is.

As Stanley wakes from a dream, he finds a beautiful female bearing a startling similarity to someone he used to know next to him. Just as he and Kai are trying to figure out what make of her, they make first contact with astronauts from the isolated planet Potatohole.

Norb is found floating alone in space, nearly out of oxygen he is taken aboard. To their horror, it turns out he has been modified by Mantrid, and releases a handful of drones who begin tearing the ship apart, building new copies of themselves.

The Lexx is forced to respond to an emergency signal on a nearby planet, when Lyekka awakes - hungry. They find a crashed ship, seemingly empty except for a cyborg body (which 790 decides to make his own).

Stanley's broadcast for help against Mantrid brings them in contact with Brizon, designer of the Lexx and Mantrid's teacher. He claims he can shut down the drones, but can he be trusted?

Xev is forced to adapt to life in prison, and Prince decides it's time for Stan to give him the key to the Lexx. Meanwhile, a new threat arrives from space - an army of carrot-like mechanical drones that start to devour anybody they come across.

While the president finds himself haunted by Prince in the form of a TV set, Stan, Xev and Kai are abducted by Field Commander Moss, leader of the American Freedom Rangers, a para-military group devoted to freeing the American people from the grip of the Beast - Izenbar Prince.

Stanley messes up the cryo-stasis revival procedure, and Kai reverts back to His Shadow's assassin for a moment, puncturing Stanley's heart. With Stanley in stasis they locate an orbital medical facility, though without any funds, they are turned down until Zev threatens them with the Lexx.

The Lexx intercepts a transmission from the Luvliner sex-satellite, and Stanley steers the Lexx towards it - eager to finally get some "action". But when they arrive, things aren't exactly as advertised.

Stanley is captured aboard a pleasure transport by the committee of justice for the 94 reformed planets - and charged with the murder of 685 billion people.

After being encouraged to stand up to Prince by the First Lady, the President makes a deal with Stan, and frees him from the ATF compound so he can kill Prince with the Lexx. However, it doesn't take long for Prince to figure out what they're up to...

Trying to get back on the Lexx, Stan, Xev and Kai run across two druids who recognize them as holy figures. Promising to accompany the druids to a religious ceremony, Stan and the others are transported to the space shuttle. They steal it and find their way back to the Lexx thanks to 790, however unbeknownst to them, Vlad is waiting for them aboard...

In the near future, an alien spaceship is discovered orbiting the moon. At the urging of his top advisor, Prince, the president of the USA makes contact in secret with the aliens' leader: A strange man who introduces himself as "Stanley H. Tweedle". Unfortunately, the contact does not go well, but Prince is prepared, suggesting they send an insane killer up to the ship in a space shuttle...

Prince makes a deal with "790"; "790" will help destroy Xev and Stan; and Prince will attach "790" to a human. On Lexx, First Lady Bunny, Stan and Xev play "Truth or Dare", but it's all a ploy for Bunny to murder Stan and Xev.

Possessed by remnants of His Shadow, Kai convinces Stanley to return to the ruins of Cluster in the Light universe to search for more protoblood. They find insect larva, but it is dormant and can't produce protoblood. So Kai insists on taking it to Mantrid, an infamous scientist that might be able to revive it.

Xev and Stan find their way into the towering city they landed on, but discover the inhabitants aren't exactly the friendliest or sanest around...

Kai, still disabled, is taken away to bureaucrat hell for an adjudication. Meanwhile, Stanley and Xev follow Prince underground, hoping that he will lead them though the maze of tunnels to where Kai is.