Ming launches an attack upon Arboria from both the skies and beneath the soil utilizing his mole men. Flash heads below ground, commandeers a drilling machine and bursts into Ming's palace to thwart the impending destruction of Earth.
Recaptured by Ming, Dale is taken to the dictator's chambers while Flash and Thun are thrown into the pit mine. Aura's reluctance to lose her Earth man leads her to the mines and the trio escapes to the forest, right into Barin's clutches.
When Queen Desira, Flash Gordon and friends brave the dangers of the Desert of Fire, they get some help from Gundar the Desert Hawk. Meanwhile, Braznor proclaims the queen dead and seizes control of Tropica.
Crashing on Mongo, Flash, Dale & Zarkov are brought before evil emperor Ming, who plans a conquest of Earth. While Dr. Zarkov is forced to work in Ming's lab, Flash, Dale and Thun the lion-man flee to the caverns below the city.
Flash, Dale, Zarkov and Thun head to Frigia to retrieve the scarce ore Orium to power weapons and machinery. They're welcomed with open arms by Queen Fria, but Count Malo ensures their visit to the frozen land is treacherous.
Taken by Vultan to the Sky City, Flash, Barin, and Thun escape the atomic furnaces but face new dangers as Ming attacks the city to rescue Aura. Flash saves Vultan from Ming's metal-men, so Vultan vows to join the fight to end Ming's reign.
In Arboria, Dr. Zarkov is poisoned by a flying Squirlon as a forest fire rages. Vultan and the Hawkmen deal with the fire, and then Barin and Thun lead Flash and Dale to a perilous underground cavern to find an antidote for Zarkov.
Flash and Dale are captured by Ior, ruler of the Cavern City, who forces Flash to do battle with Athos the giant. Later, Ming and Enak unleash a Trojan Horse upon Arboria in the guise of a meteor which contains a tentacled monster.
Flash finds himself in the negative side of the universe, where he confronts an evil version of himself. Later, Flash, Dale, Gremlin and Ming are brought to The Unexplored Continent to play a deadly game of cat and mouse with The Warrior.