On Cluster, the capital of the league of 20 000 planets, a ship with the power to destroy planets lies waiting for it's master - "His Divine Shadow". But the soon to be executed rebel Thodin has his eyes on it too, and mangles the city's computer system while engineering his escape. Using the chaos that erupts, the death sentenced security officer Stanley Tweedle and the escaped "love-slave" Zev evade capture and eventually team up with Thodin... with the undead assassin Kai following, with orders to kill them all.

Zev decides they should go to Brunnis, the original home of the Brunnen-G, in hopes of finding something that can prolong Kai's life. When they arrive they find it barren, except from holographic messages left by the eccentric "Poet Man". As they enter the library, they are totally unaware that back on the Lexx Giggerota has sprung back to life and plots to steal it with the help of the remaining Divine Predecessors.

The Lexx is forced to land on a planet to eat and replenish its energy supply. While they wait, Stanley and Zev go outside to bury Kai, who seems to have run out of the protoblood that kept him functioning. On their way back, Zev insists on investigating a structure. Too late they discover that it is filled with insane people obsessed with getting "clean bodies" to make "pattern."

Kai is running out of protoblood, and a desperate Zev forces Stan to set course back to the Cluster through the fractal core. When they arrive they find they entire planet barren - everybody killed in "the cleansing", in preparation of the birth of the Gigashadow.

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.

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.

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.

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.

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 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.

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.

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.

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).

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.

Xev starts quite a commotion when the Lexx lands on a planet inhabited only an order of monks, none of whom have ever seen a woman before...

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 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.

Stanley is trapped inside a nightmare after entering a dream-enhancing machine. Meanwhile it's proprietor discovers that the destruction caused by Mantrid's drones has reached a galactic level.

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 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...

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.

As the Lexx approaches the centre of the universe a strange building appears out of nowhere... with the Brunnen-G battle song emanating from within. Going inside, the crew discovers a theatre troupe performing the history of the Brunnen-G. They ask Kai to play his part in the story - the starring role as it turns out.

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?

With only hours to go before Mantrid has demolished the universe, Stanley comes up with the idea of creating their own army of drones based on 790 to combat Mantrid's. But is it too little too late?

Out of fuel, the crew of the Lexx has no other choice than to enter stasis while the Lexx drifts through space - looking for something to eat. 4000 years later, Stan and Xev find themselves awakened by the mysterious and cruel Prince, the first inhabitant of the two planets the Lexx has settled into orbit around to make it up to the ship.

Stanley is rescued from beheading in the nick of time, when Prince learns that Stan literally holds the "key" to his victory over Water. Meanwhile, Kai crashes down on Water, encountering May - the sole survivor of the slaughter of her city by forces from Fire.

While Kai goes down to Water with a swarm of Moths to find food for the Lexx, Stanley struggles with Prince's proposition - blow up Water, or May dies again.

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.

With their moth damaged in the battle with Duke's forces, Stanley, Kai and Xev are stranded together with the living Kai and Bunny on the deserts of Fire. They find an abandoned balloon, but it does not have enough fuel to carry them all to the nearest town until Kai volunteers to go the rest of the journey on foot. But then they come across Duke and Fifi...

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.

Back on the Lexx, Stanley deices blowing up Fire and having the ship eat the debris would be the easiest way to it up an running again, and orders it to fire the next time it is pointed towards the planet. Xev demands Stanley let her take a turn as captain, and starts looking for ways to transfer the key from him to her.

Stanley starts to consider settling on Water, doubting that the dark universe holds anything better. When they go down to the planet looking for food, he finds the town Garden to be a promising candidate for permanent residence.

Prince's forces attack Garden, and kidnap Xev. Stan and Kai hijack one of their crafts and take up pursuit. But the enemy starts to manoeuvre in place above them, firing arrows to puncture their balloon.

Xev's tracks lead to Girltown, and Kai goes in to look for her, while Stan waits outside - where he manages to get himself captured. There he meets Queen, who quite literally wants his body...

Stan and Kai crash down on Water. Kai starts to sink towards the centre of the planet, while Stan drowns. The security guard is awakened on a beach by Prince, who tells him he now has to account for his life - prove that he deserves to spend the rest of eternity on Water, rather than Fire.

Xev and Kai go to Fire to confront Prince about Stanley's life essence. When he refuses to give it up, Kai jumps down into a well to the planet's core hoping to retrieve it. He winds up on the beach, with Prince taunting him that he's now trapped there for eternity, unable to help either Stanley or Xev.

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...

Kai and Xev are separated when their moth crashes on Earth. The loveslave ts picked up by a lovestruck Texan who proposes to her, while Kai gets mixed up with a group of UFOlogists while searching for her. Stanley gets a visit from Prince.

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.

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...

Prince and 790 lure Stan and Xev back to Earth using the reality show Xevivor, where 10 males compete for a night with Xev, as bait.

Discovering that they're flying right over Newfoundland, Stan decides it's time to pay his subjects a little visit. Unfourtunatly, none of the inhabitants seem particularly impressed by his presiential decree, and instead focus on his remarkable resemblance to the most hated man in town...

Going to Transylvania to check up on Kai's lead, they are all invited to dine at Lord Dracul's table for the Walpurgis Night feast.

They're back on the Lexx, but Stanley is under the witches' spell, who want Kai's protoblod for their master.

Stanly discovers that a woman bearing an uncanny resemblance to Lyekka is working in the porn industry, and decides to seek her out at the latest shoot. Xev starts acting strangely and having blackouts.

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...

Kai and Stanley seek out the "Feast of Mograth", hoping to resurrect Xev. There they meet Oberon, king of the faeries, who grants their request... But in return demands their eternal servitude unless they can escape his forest before sunrise.

As the alien carrot probes start to infest more and more of the planet, Prince sees his best option to escape up to the Lexx. Unfortunately, one of the killer vegetables follows him up there...

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.

Without the key the Lexx can't do anything, so Stan and Xev decide to settle on Earth. They pick the quiet country town of "Prime Ridge", but soon manage to stir up trouble.

Wanted for murder, and the whole area swarming with police and FBI, Stan, Xev and Kai seek refuge in "Mort's Funeral Parlor". Mort takes an unusual interest in Kai's protoblood, hoping it can bring back to life his one true love.

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.

As the Lexx's hunger becomes critical, it starts to slowly digest itself. Hoping for an alternative way off the Earth, Xev contacts Doctor Longbore, getting permission to join him on the space ship. This does however leave the Lexx wide open for Prince, who orders the President and Bunny to take a shuttle up there and take control of the ship using the key...

About to be destroyed, Prince requests Kai complete their game of chess, but with this time with real stakes. Should the undead assassin win, he'll get his life-essence back. Should he loose, Stan and Xev's lives are forfeit.

The Lexx crew encounter a space capsule filled with a bunch of politically motivated twenty-year-olds (Haley, Amber, Ryan, Josh). They claim that they have gone up in space with the intention of transmitting a message to make a political statement about the dying earth, and globalization. With financing from Haley's trust fund, they were able to pay the Russians to help them get up in space.

An asteroid mothership appears out of the blackness of space. A metal hatch opens and a tadpole-like creature shoots out and heads for the Lexx. Stan awakens from a nightmare in which he was eaten by Lyekka and discovers that the alien mothership is hovering outside of the Lexx. Before he can finish telling Xev and Kai what he has discovered, an alien who has assumed the physical appearance of Lyekka from Stan's dream appears on the Lexx.

Kai, Xev and Stan stop off in Las Vegas as they wait for a space shuttle that Priest is arranging for them. Without a moth, the shuttle is their only means of returning to the Lexx. They check in at the King Tut, an Egyptian-themed hotel that is run by a group of mobsters. In the hotel room, Stan sees an ad for Slave Girls from the 18th Dynasty on the television and decides to order "room service" for himself. Xev discovers a female wrestling cage match is taking place on the premises and decides to enter, not realizing that it is fixed so that the casino can extort money.

As the Lexx flies away from Earth toward a new planet, the crew discovers a strange organic bulb on the galley counter. The bulb opens and reveals two round berries and a small potted plant. A holographic image of Lyekka's face appears and informs the crew that this is her thank-you gift for their helping her on Earth. Lyekka tells Kai the potted plant - a Yowraa-Taang - will open and bloom if he sings to it. Stan and Xev have been given the berries, which Lyekka says are the rarest and most exquisite delicacy in the two universes.

A huge alien asteroid mothership plummets to Earth and crashes into the Pacific ocean, causing a great disturbance off the coast of Japan. Inside, Lyekka prepares to devour "Japaneseland". Kai and Xev take a moth down to Earth to retrieve Vlad's cryopod control unit, which will replace the broken one on the Lexx. Fearing that Lyekka will consume the entire universe if she is not stopped, Xev and Kai decide they must take action to stop her.

Prince visits the Lexx warning of "Earth's date with destiny". Emotions abound as Kai begins to feel again and the Lexx's health is ailing. As the alien mother ship has reached Earth.