It starts off with Hercules and Icarus flying. But then Hercules is knocked over by Apollo's sun chariot and he falls into a river. Luckily he is saved by the gorgon Medusa. while Hercules is knocked out Medusa accidentally turns a puma to stone. Whenever someone looks at a gorgon they turn to stone. As Icarus comes Medusa quickly hides. Icarus rushes Hercules away from the location seeing the stone statues, inferring a gorgon lives there. Back in the town Phil warns Hercules about gorgons and how they can turn you to stone. Back at Medusa's lair she finds Hercules' hero license and prays to the gods that she wishes she wasn't a monster, so she could meet him. Then Hades and Aphrodite show up offering Medusa the chance to not turn people to stone. Aphrodite gives Medusa a pair of sun glasses to shield her eyes. Hades says he can make Medusa a human by day, but by night she must be a gorgon and work for him in the Underworld, but if she finds a true friend she can stay a human forever. Medusa takes Hades' deal and Hades turns her into a beautiful young woman. She then leaves and goes to Hercules' school. She meets Hercules and he then develops a crush for her. Hercules invite her to have dinner with him and Icarus that night. But as the sun sets Medusa runs away knowing she is about to turn back into a gorgon. As she transforms in the ladies room Hades shows up and brings her to the Underworld to work there. The next day when Medusa is a maiden again an assembly is called about gorgon safety and how to chop off their heads. Medusa was terrified. She sees people all around practicing fighting gorgons. As she cries terrified she runs into her Cyclops friend she met in the Underworld. She tells him that she is upset because she feels guilty about lying to Hercules and that shes scared that if she tells him she will get killed. The cyclops says Medusa should tell him. When the sun sets she exposes herself as a gorgon to Hercules. He doesn't trust her and says she only wanted to turn him to stone. Upset and sad she runs away crying back to her lair. Hercules tells Icarus Medusa was a gorgon but Icarus says that as long as she's nice it doesn't matter who or what she is. Hercules goes to Medusa's lair but looking at her he turns to stone. But when Medusa sees Hercules was about to give her flowers Hades decides to turn her into a human permanently. But Medusa shield the magic and it hits Hercules and he is revived. Then Aphrodite gives her the sun glasses and Hercules and Medusa become real friends.