As Gabrielle, Beowulf and Brunnhilda follow Xena's trail, they come to a pool of blood on the ground. Gabrielle charges ahead and discovers a severely wounded Xena concealed in a bush. As Xena gestures to the hilltop above them, Grindl lets out a furious roar. By the time Beowulf and Brunnhilda arrive, the beast has doubled back, cutting off their path of retreat. Leading the group to Grindl's lair, Xena devises a plan to lure the beast inside and destroy it. As they make their way into the abandoned mine, Xena declares that her companions deserve to know the truth about Grindl and flashes back to a time in her dark past more than three decades earlier...

Outfitted as a Valkyrie, an evil Xena forges the Rheingold ring after defeating the Rhein Maidens. According to the runes, the Rheingold will rob a mortal of what he or she values most if the mortal hasn't forsaken love. Just as Xena is about to put on the ring, a flying arrow snatches it from her grasp and sends it back to Grinhilda. Hoping she can defeat Xena before the destructive power of the ring kicks in, Grinhilda slips it on in a desperate attempt to keep its power from falling into Xena's hands. With a surge of extraordinary strength, Grinhilda raises her sword to kill Xena, but is quickly transformed into a horrid beast. Xena takes advantage of the moment, severing two of Grinhilda's fingers and seizing the ring in the process. Instead of slaying Grinhilda, Xena allows her to escape and prepares a trap. Converting an abandoned mine into a cell, Xena captures Grinhilda and imprisons her using a lock and chain she stole from Odin. Although Grinhilda is able to snatch the ring back, it takes 35 years of incarceration for her to finally forsake love, allowing her to escape.

Back in the present, Xena lures Grindl towards her while her companions shoot flaming arrows into the mine's support beams. As fire engulfs the cave, Gabrielle, Beowulf and Brunnhilda make it to safety, but Xena remains trapped inside the collapsing structure with Grindl. When the beast attempts to maul her, Xena thrusts her sword through its upraised claw, pinning it to a beam. Wrestling the ring off the monster's claw, she notices that it's not missing the two fingers she had cut off years before. After decapitating the beast, Xena scrambles through the tunnel her friends have dug and informs them that the monster she killed was not Grinhilda after all. Meanwhile at Valhalla, the Valkerie Waltraute pressures Odin into recapturing the ring so she can enjoy its powers.

As the group moves on, they hear the moans of another creature in the distance. Deciding to return the ring to the Rhein Maidens, Xena sends Brunnhilda ahead to scout the area and then confides in Gabrielle that she doesn't trust her. When Brunnhilda reaches the hilltop, Odin is waiting. He accuses her of abandoning her mission to recover the ring because she's fallen in love with Gabrielle. Odin returns home to Waltraute and the two conclude that if they kidnap Gabrielle, Xena will trade the ring for her safe return. Waiting for Brunnhilda, Xena, Gabrielle and Beowulf are suddenly surrounded by Waltraute and two other Valkyrie. Their attempt to abduct Gabrielle fails when Brunnhilda flies in, grabs her and vanishes. Odin pulls Xena aside, urging her to trade Gabrielle for the ring. When she refuses, Odin tells her it was Grinhilda's son whom she killed, and vows that he, the Valkyrie and Grinhilda will form a deadly alliance.

Brunnhilda takes Gabrielle to the Eastwind Bog and confesses her love for her. Meanwhile, Odin pays a visit to Grinhilda and alerts her that Xena murdered her child. Soon Beowulf and Xena are in a vicious battle with Odin, the Valkyries and Grinhilda. Feeling overpowered, Xena slips the ring on her finger and is suddenly surrounded by a powerful glow. Odin orders the Valkyrie to attack, but Xena, with god-like force, slaughters them and takes off. The ring has caused Xena to lose what she loves most ­ her memories of Gabrielle, her family and friends ­ and when she is confronted by Brunnhilda who tells her to surrender the ring, she simply hands it over. Brunnhilda finds Gabrielle and informs her of Xena's condition. Promising Gabrielle that she will be safe, Brunnhilda gives her the ring before engulfing herself in mystical flames, sacrificing her own life to become Gabrielle's spiritual protector. Back in the Eastwind Bog, Xena, with no memory of even her own identity, drops her chakram carelessly and saunters on.

DISCLAIMER
Gabrielle's popularity surged during the making of this motion picture.