In order to repel the enemy troops at Wyvern Pass, Prince Valor dispatches the heroes to ask Baron DeMordrey, the King's power-hungry Field Marshal, for reinforcements. However, DeMordrey orders his notorious Sharuka Guards to kill the heroes and sends the Orcs to massacre the Prince's troops at Wyvern Pass. Returning to the battlefield after narrowly escaping the assassination attempt by the Sharuka Guards, the heroes find the fatally wounded Treville, who tells them that Prince Valor managed to escape to his mistress, Vilya, Baroness of Mascarell. By the time the heroes reach the Barony of Mascarell, Baron DeMordrey has taken control of Ancaria following the death of Aarnum and his troops have occupied large areas of the country. The heroes manage to rescue Baroness Vilya, who leads them to Tyr-Fasul, a long-forgotten forest stronghold in the Land of the Elves. The Prince, who is now believed to be dead, and his few remaining followers take refuge here.