The episode opens with Cinderella waking up. Preston takes her back to his apartment. She attempts to seduce him again. This time, he gives in because he wants to save her. She embraces him and steals away most of his vitality before his sacrifice finally cures her. Unfortunately, Preston’s use of magic has drawn the attention of the Elder gods. Preston begins to pass out just as something terrible appears through the corners of the room…
When Preston wakes up, he finds himself in a wheel barrow being pushed by a quickly tiring Cinderella with Wayland Smith (still in the form of a rat) sitting on his chest. Preston quickly discovers that they are being chased by Hounds of Tindalos. The Hounds chase the trio through the ruins of Springfield and Wayland is lost in the chaos. Just as the hounds are about to finish Preston and Cinderella off, Preston recalls that the beasts are vulnerable to cold iron. He unloads the last remaining cold iron rounds from his shot gun and kills the hounds.
Meanwhile, Percy goes to Mari’s farmhouse to retrieve two magical swords that he stashed there in the past. When he arrives, he finds that her home has been swallowed by an Elder god. Percy is badly wounded by the ancient evil while trying to access the detached cellar where the blades are hidden. When he eventually reaches the cellar, he discovers Billy the Kid and Jessie James (Two members of the Forty) trying to steal the swords. After failing to intimidate them, Percy confronts them with his bare fists. He disarms Billy the Kid, but Jessie gets the drop on Percy and nearly kills him. The tide of the battle turns when Mari arrives and turns Billy to stone. Percy retrieves the sword Billy tried to steal and eventually disarms Jessie in an epic duel. Jessie tries to surrender, but Percy runs him through. Mari and Percy take the two magical blades and escape from the ancient evil guarding the exit.
Faust decides he needs to go to Hell to retrieve two of the missing magical blades. He uses a spell to open a portal to Hell. His actions draw the attention of the Elder gods. Ali makes the mistake of looking at one and decides going to Hell is better than facing madness on Earth. Ali dives into the portal and travels with Faust to Hell.
The pair arrive on a frozen lake of damned souls. After tormenting some of them, Faust and Ali head towards the Devil’s palace to talk to Mr. Nick. Along the way, they pass through the Wood of Suicides where they encounter Mr. Lee. Faust asks for his help, but Mr. Lee refuses because there is nothing in it for him.
Eventually, Faust and Ali arrive at the Palace. The Lord of Flies initially refuses them entry, but Faust pulls a few strings and Mr. Nick agrees to see them. Faust and Nick discuss their shared predicament. Nick gives Faust a hint about where he can find one of the two magical blade. He agrees to deliver the other blade to Faust when the other six are all together.
Faust and Ali leave Hell and journey to Lilith’s cave. After bargaining with her, she agrees to give them the Sword of Michael if they are willing to cheat Nick. Specifically, she wants them to replace the contract that he reads with one that she provides them with. Ali agrees to the contract and seals it with a kiss he will never forget. Lilith gives them the blade and they depart.
After defeating the hounds, Preston drops Cinderella off at her trailer. He discovers that her idea of “supplies” is a full wardrobe. Once he is certain she is safe, Preston heads off to the Red Lady’s home to look for a magical blade in her possession. He discovers the sword in a vault in the basement. Unfortunately, the vault is being guarded by a Sphinx. Preston solves the Sphinx’s riddle and retrieves the sword. On his way back out of the house, he runs into Preston and Mari who have also come looking for the sword.
Eventually, Percy, Mari, Faust, Ali, and Preston regather. They travel to Pythian Castle to present the swords to Hidad. While enroute, they are ambushed by Robin Hood (another one of the forty). He tries to steal the swords from them, wounding Ali badly in the process. He and his merry men are driven off, however, after Faust rips his face off.
When the group arrives at Pythian Castle, Hook allows them to enter and takes them to meet Hidad. Hidad agrees to exchange Ali’s lamp for the remaining six swords. He notes, however, that they only have five of them. He explains that his daughter stole the last remaining sword after he cast her out of his home. Percy and Preston agree to retrieve it.
They journey to the Meyer Center where they discover Bodiva working out in the cardio area. After a brief discussion, Preston agrees to trade Wayland Smith to Bodiva in return for the sword. As if by coincidence, Cinderella contacts Preston and tells him that a talking rat just showed up at her place. Percy and Preston retrieve Wayland from Cinderella. As promised, Bodiva gives them the last remaining sword in return for Wayland.
In the meantime, Faust summons Nick to Pythian Castle. Ali makes a deal with Nick. He agrees to murder and torment Faust for the remainder of eternity if Nick is willing to read the contract given to him by Lilith. Unfortunately, Ali fails to specify that Nick must read it WHEN he makes the wish Ali owes him. While Nick is busy, however, Ali slips a copy of Lilith’s contract into Nick’s papers.
Hidad gives the group the lamp in return for the swords. Nick makes his wish using a prepared contract. Faust, however, has tricked him into incorporating Lilith’s contract as well. Nick’s wish takes effect and the world begins to change. Nick realizes that he has accidently given Faust over to Lilith’s service and allowed Lilith a doorway back into the mortal realm. Just as the rest of the world begins to change and the camera goes to black, we can hear Faust chanting “Please be better…” repeatedly.