Shakra, one of Hordak's favorite servants, is preparing to leave the Fright Zone, and Hordak seems to be sorry to lose her, even going so far to give her a pendant as a token of appreciation. As Hordak and Shadow Weaver part ways with Shakra, Hordak reveals that he believes that Shakra is a traitor, and that he knows that she plans to go to the Whispering Woods and join the Great Rebellion. That is why he gave her the pendant, which will allow the Horde to spy on the rebels' activities.
Meanwhile, back at the Whispering Woods, Bow, Glimmer, and Madame Razz are preparing an assault on the Horde, when Shakra appears and asks to speak with Adora, who is very excited to see Shakra again. Adora tells the others that Shakra was her adopted mother at the Fright Zone, who raised her as a young child and first instilled in her a goodness that endured despite her surroundings.
The Horde uses Shakra to learn of the planned attack, and they are prepared when the rebels attack the Horde convoy. Catra springs a trap which captures Adora, Bow, Glimmer, and Shakra, but Madame Razz and Broom escape, and they swoop down and pick up Adora. Once out of sight, Adora transforms into She-Ra. She arrives to draw Hordak's fire, as Bow uses an exploding arrow to distract the Horde Troopers as they try to escape. However, Hordak manages to stun Swift Wind, and soon departs, taking Bow and Glimmer with him, whilst thanking Shakra for her help.
This causes Madame Razz to accuse Shakra of being a traitor and blame her for the capture of their friends. She-Ra invites Shakra to go with them to the Fright Zone, demonstrating that She-Ra still believes in Shakra, and because Shakra's knowledge of the current dangers of the Fright Zone is better than hers.
However, through the pendant, Hordak is aware of their approach, and as Shakra leads them into the Fright Zone, Hordak activates his defenses by flooding the tunnels in which they travel. When Madame Razz again accuses her of being a spy for Hordak, She-Ra learns that Hordak had given Shakra the pendant she wears around her neck, and destroys it, revealing the spy cameras.
Elsewhere, Shadow Weaver is draining Glimmer of her light magic, seeking to join that light magic with her very own dark magic, making her more powerful. Since Shakra's usefulness to the Horde has ended, Hordak and his Horde Troopers attack, but She-Ra is able to use his various transformations against him, and Shakra is instrumental in helping She-Ra. With Hordak momentarily negated, they all go to free to Glimmer and Bow, and as Hordak catches up to them, She-Ra deflects one of his blasts, causing the Fright Zone to shake and portions of the ceiling to collapse, buying the rebels enough time for She-Ra to grab Shakra and Glimmer, and Madame Razz and Broom to grab Bow, and they all fly away from the Fright Zone. Madame Razz learns to trust Shakra, and the caregiver is invited into the ranks of the Great Rebellion.
Synopsis by Michael Cravens