Micrits, a tiny race of human-like figures, happen to live right outside Cats' Lair. Unaware of their existence, Lion-O manages to continuously step on their village and destroy their homes. Upset at this disrespect, the Micrits decide to take a stand and manage to trap Lion-O. With the Thundercat Lord in trouble, the Mutants attack Cats' Lair. After much talk, Lion-O manages to convince the Micrits that he is a "good guy" and convinces them to let him go to help save his friends. Once again, Lion-O saves the day, and befriends the Micrits.