Cobra lands on planet Bakoosa with a sea of sand that was inhabited by the Swordians. An old Swordian is thrown out of a bar for continually singing a sad song about their glorious past. After visiting the sand sea, Cobra and Lady return to the town and find it deserted. People have been killed by swords and their ship the Turtle is damaged. Lady is attacked by armored sword wielding figures who cannot be killed, but when Cobra breaks a sword, the figure disintegrates...