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.

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.

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."