The Scorpion King orders the Ghost Valley to annihilate the Fairy Ray Sect. The ghosts are hesitant to commit the crime as the sect had never done anything to them, but they are threatened into doing it. Happy Ghost and Lovelace starts seeing through Zhao Jing's true intentions, realizing that he is no different from their crazed leader Wen Ke Xing, who had skinned the previous Valley Chief alive to claim his place as the leader of the Ghost Valley.