The LEXX crew is awakened after four thousand years of cryo-sleep to find their non-functioning ship caught in the orbit of a binary planet system. The crew is soon drawn into the never-ending war between the two planets.

A city on the planet Water has been destroyed by balloons by planet Fire. May, the only survivor, is brought to the LEXX and Stan soon falls in love with her. Deathly ill, Prince offers to cure her and a fateful deal is struck.

Kai arrives in 'Gametown', a city on the planet Water, in search of food. The folks on Gametown only play sports and take showers. Stan fails to keep up his half of his bargain with Prince and Kai is stranded on the city.

Kai escapes with Bunny to Boomtown -- a place where everyone has uncomplicated sex all day long. Stanley finds everything he's always wanted but the utopia of Boomtown is destroyed as the city is attacked.

Stan, Xev, Kai and a second living Kai they have picked up, find themselves together in a balloon over the planet Fire. But the balloon starts to descend and therefore they have to make the choice of who goes over the side.

Stan and Xev find themselves in deep trouble in K-Town, a weird city on the planet Fire. They are almost rescued by Kai, and when Stan and Xev try to help, they need assistance from someone who looks and behaves like Mantrid.

Xev and Stan lose Kai and are on the run in underground tunnels that lead from one city to another but contain dangerous killers. Prince offers to help, but Xev turns him down and the situation goes from bad to worse.

Returning to the ship, Stan wants to destroy the pair of planets so that Lexx can eat, allowing them to move on. Xev distracts Stan with a strong sexual interest, giving him everything he wants while gaining the key to the Lexx.

The Lexx crew discover a city on the planet Water called Garden and Stan decides that his wandering days are over. It is agreed that she will go off on her own as there are no men and that they will part as friends.

The Lexx crew is attacked by balloons under the command of Prince. The slow motion ballet of destruction ends with Xev being stranded on the burning desert surface of Fire and Stan and Kai escaping to the orbiting Lexx.

Stan and Kai search for Xev and find her footsteps crossing the inhospitable surface of the planet Fire. Her tracks lead to Girltown. Queen develops a strong interest in Stan, but his needs and hers turn out to be very different.

On planet Water, Kai and Stan are stranded in the ocean. Xev searches for them and eventually finds Stan's floating body. Stan also ends up on a beach, which is complex as there are no beaches on either planet.

Kai and Xev fly to Prince's headquarters to try to bring back Stan. Kai descends into the core of Fire while 790 persuades Xev that the only way to recover Kai is to destroy the planets, which unleashes unforeseen consequences.