"You've been a dead woman for a long time now, Xena. I'm offering you a chance to live."

Lao Ma
The Debt II
Lao Ma Xena Debt 2
Lao Ma and Xena
Series Xena: Warrior Princess
Season 3
Antagonist Past
Ming Tzu, Xena, Borias
Ming T'ien
Setting Ming Dynasty, Chin
Lao Dynasty, Chin
Original Air-Date November 10, 1997
Story By R.J. Stewart & Robert Tapert
Written By R.J. Stewart & Robert Tapert
Teleplay By R.J. Stewart
Directed By Oley Sassone
Episode Chronology
Order in Series 053
Order in Season 7
Previous Episode The Debt I
Next Episode The King of Assassins
Title Image
Xena is put in prison and sentenced to death by Ming T'ien. She continues to recount the events that happened in Chin with Lao Ma and Borias.


Ming T'ien, the ruthless young Emperor of Chin who is also known as the "Green Dragon," orders that Xena be thrown into a dark polluted pit filled with stagnant water and a group of filthy half-starved prisoners. He flatly refuses Gabrielle's repeated pleas to see her and begins to tell Gabrielle how Xena's cruelty changed his life and taught him how to rule when he was just a young boy. He recalls how Xena kidnapped him and held him for ransom inside a walled-up cave before returning him to his father, Ming Tz. Gabrielle is appalled by the tale, as well as her growing realization that she is dealing with an absolute maniac.


Xena and Lao Ma

Meanwhile, Xena finds out that her fellow prisoners are from the Kingdom of Lao and soon learns that Lao Ma was publicly executed by order of Ming T'ien. Xena flashes back to one of her early encounters with Lao Ma as Lao Ma demonstrates her astounding telekinetic and physical powers. Lao Ma tells Xena that in order to transcend the limitations of her blind and ruthless will, she must give up desire and hate. In fact, she must extend herself to serve someone she hates. In an extraordinary test of will, Xena agrees to pose as a servant girl in Lao Ma's palace when the ruthless Ming Tzu and Ming T'ien come for dinner. Taking this first step to master her own will, Xena maintains her self-control and refrains from killing him. Lao Ma then takes Xena to the bedside of her comatose husband, Lao Tzu, and explains that she has been using acupressure to keep him alive in order to prevent his imbecile cousin from becoming king. She reveals that Lao Tzu was actually a vicious tyrant and it is she who has decided to make him the most loved of rulers by doing good works in his name. Lao Ma also reveals to Xena that she is Ming T'ien's mother.

Back in the present, Gabrielle thinks she has convinced Ming T'ien to let Xena go if she promises she'll never attempt to kill him again. But when Xena is brought in, she is lost in thought about how Lao Ma healed her legs, which were broken when she was crucified by Caesar. Ming T'ien responds to Xena's silence by sentencing her to death. Gabrielle is devastated that her plan to prevent her friend from committing murder has had such horrifying consequences and she goes to see Xena in prison that night.

Normal debt2 05

Gabrielle and Xena escape Ming T'ien's temple

{C}The two women reconcile and Xena explains that she feels compelled to kill Ming T'ien to avenge the death of Lao Ma, who saved not only her life, but also her soul and spirit. Xena then recalls how Lao Ma tried to bring about a three-way alliance between Borias, Ming Tzu and herself, proposing that Xena help her run the Lao Kingdom. Ming Tzu refuses to discuss it until Xena suggests that she herself be put up as the stakes in a deadly game of chance, which results in her killing Ming Tzu. When she then attempts to turn her sword on young Ming T'ien, she is stopped by the formidable Lao Ma, who summons her powers and sends Xena slamming into the walls around the room. Xena now admits to Gabrielle that it took her years to figure out that Lao Ma just wanted peace for her land and what was best for Xena.

Dawn has arrived and as Xena is laid on the executioner's table, Lao Ma's teachings echo in her ears. Just as the executioner is about to lower his hacksaw, Xena uses her mental powers to turn his own instruments of torture against him and break free of her chains. Xena is determined not only to kill Ming T'ien, but to bring down his entire regime and a spectacular battle ensues. When Ming T'ien emerges from the rubble of his collapsing palace, he brags to Xena that he personally executed Lao Ma, knowing full well that she was his mother and would therefore not use her powers against him. With a swagger, he then tosses a hair brooch in her direction, saying it was Lao Ma's dying request that Xena have it. In the end, Xena uses this brooch -- a gift from Lao Ma -- to kill Ming T'ien. The debt has finally been repaid.


Xena and Gabrielle's relationship suffered yet another blow (Although Gabrielle doesn't know it yet) during the production of this motion picture.

Background InformationEdit

Behind the ScenesEdit

Key EventsEdit

  • This episode marks the final appearance of Lao Ma, although she is mentioned several times after.
  • Chronologically, Xena's backstory will be followed by the events detailed in "A Friend in Need Part I".
  • More of the rift is added to in this episode: Xena kills Ming T'ien, but promises Gabrielle she didn't. The audience is let in on the deception, as the closing shot of the episode lingers on Ming T'ien's corpse.



  • Lao Ma's archways in her temple have a design identical to one side of Xena's Chakram.
  • This episode reveals the origin of Xena's title "Warrior Princess"; Lao Ma wanted Xena to rule Chin alongside her, dubbed her the warrior princess.
  • This episode reveals someone else that can use Pressure Points; Lao Ma.
  • Xena and Gabrielle do not return to Chin until the season five episode "Purity", 44 episodes (two seasons exactly) later.
  • This is the second episode to imply a love interest between Xena and another woman (besides Gabrielle), the first being "Destiny," with M'Lila.
  • The book of Lao Ma's wisdom will later return in "Purity".
  • No mention of Lao Ma's twins, Kao H'sin and Pao Ssu are made throughout these two episodes, though of course the writers hadn't thought of them yet.
  • At the end of the episode, Xena admits that defeating Ming T'ien was enough to "make [the Green Dragon] small again", but is later revealed to have killed him. It is never actually confirmed what Lao Ma meant in her message, whether she meant for Xena to kill him or simply humble him.

Memorable QuotationsEdit

Said by Lao Ma to Xena: "To conquer others is to have power; to conquer yourself is to know the way."

Links and ReferencesEdit

Guest StarsEdit






Season NavigationEdit

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