Everyone is getting ready for a big celebration Lion-o's birthday. This birthday was special because lion a noble woman who Lion-o met and fell in love with name Lilian is coming to Third earth. Lion-o called her father over the video phone and asked for her hand. So it was also to announce the royal engagement. But Lion-o goes into forest and then comes back beaten up. He's acting strange. Everyone notices, what is going on?

Lion-o was very excited his birthday was coming up and this birthday was going to be special. Not like when he did the anointment trials, but special in another way. Lion-o was going to announce his engagement to Lilian a lion noble woman who he fell in love with during a mission in space with the Feliner. He was plenty excited because he had asked her father for her hand. He said yes and Lilian was thrilled.

She was coming soon and Lion-o's birthday was in a week. Lilian was going to be there the next day so there was much to get ready for.

"I'm going to be in the forest for a while, I won't be back till later," Lion-o said.

"Be careful Lion-o," Snarf said.

"I will," Lion-o said and then went into the forest.

But the day wore on and there was no sign of him. "Funny he's never missed dinner," Snarf said.

"Hey somethings coming," Wilykit said.

An injured Lion-o came into cat's lair. "Lion-o what happened?" Pumyra asked.

"I was jumped by Slithe and Monkian," Lion-o said.

"Well at least you came back in one piece," Panthro said.

The next day Lion-o was showing some unusual behavior. He was acting mean and rude. "What is with Lion-O?" Wilykit asked.

"He's probably just stressed with all that is going on," Tygra said.

"I doubt that he's just not acting like himself," Snarf said.

"Yes he's not acting like the same old Lion-o anymore." Panthro said.

Lilian seemed to be under Lion-o's control. Panthro and the others were suspicious.

Panthro was just about to figure it out when Lion-o took him some place private and beat him. "Now you won't figure out my plans." Lion-o said sending Panthro away in a flash.

Panthro appeared in a cave. He saw Lion-o there and growled then charged at him. "Wait! Wait!" Lion-o said. Panthro pounced on him.

"Please don't hurt me," Lion-o said. He saw Panthro. "Panthro it's me, you have to believe me, the Lion-o at cat's lair impostor, I've been imprisoned like you," he said.

"Really?' Panthro said.

"I remember all you taught me Panthro, and all the things we did and how saved you during the trial of strength," Lion-o said.

"Lion-o it is you," Panthro said. "You've been here the past five days?" he said.

"Yes that impostor trapped me here with no food," Lion-o said. "I was started pull a the last bit of rocks out of the way to get out," he said.

"Well then let's go," Panthro said.

They pulled the rocks away and ran to cat's lair.

Meanwhile the people of third earth seen Lion-o's behavior too and want to know what's with him and wanted to know what happened to Panthro. The party was tomorrow and everyone hoped Lion-o's behavior would shape up.

The next day the party begun.

Suddenly Panthro and Lion-o appeared.

"Another Lion-o?" everyone said.

"He's a changeling he takes the form of someone and gains power by feeding off the emotions people feel for that person around them," Lion-o said.

The other Lion-o changed form. "Right you are Lion-o Mum-Ra promised if I take your place my people will have more places to find the emotions we feed on," the changeling king said.

"You fooled us, but you can take on all of us," Tygra said.

Lion-o grabbed his sword and everyone grabbed it. "Ho!" they said and the changeling was banished.

The real celebration started and everyone was happy the real Lion-o was back. Lion-o and Lilian were looking forward to their wedding.

The end.