Skeletor and Beast Man steal a dragon's eggs and transport them into the court-yard of the Royal Palace. With their special growth enhancer, the dragons soon hatch and grow, attacking the Palace, and leaving the Heroic Warriors distracted trying to deal with the ever-growing dragons leaving Skeletor and his cronies free tackle Castle Grayskull...

The Sorceress sends He-Man, Man-At-Arms, Orko and Battle Cat back in time after Skeletor, who, with Tri-Klops and Fang Man, has gone back into Eternia's past to plant an effective time bomb on the spot where Castle Grayskull now stands, that will destroy it in the present unless He-Man manages to stop it "in time"...

Adam, Teela, Orko, Cringer and Lizard Man are on a visit to Pangus, the King of the city of Tarinth, when the city comes under a fierce trembling. Adam is about to come to the rescue as He-Man when a young woman called Celice appears and soothes the tremors with her singing. Pangus explains that a terrible creature lives beneath the city, and only Celice's soothing singing can calm it.

Skeletor oversees the whole scene and decides that Celice's singing powers would be of great use to him. Evil-Lyn kidnaps the girl with Trap Jaw, and possesses her; Skeletor plans to use her siren song to hypnotise The Sorceress and then to sing Castle Grayskull's jaw-bridge open...

For many years, the Royal Palace of Eternia has had shipments of photanium (the strongest metal in the Universe) from the moon of Phantos to make weapons with, but Skeletor intends to from now on step in and have the photanium all for himself. Man-At-Arms is given worthless ore instead of the photanium, and when the moon's ruler, Queen Elmora, puts up a fight against the plans, Skeletor casts a spell on her that ages her and turns her evil. Realising the metal they've been given is useless, He-Man and co. head to Phantos to see what's going on, only to find themselves on the moon where Skeletor now drives slaves mining for the metal...

An evil wizard called Tauron casts a spell on Orko's Uncle Montork and his pet Gark, turns them evil and sets them on Grayskull!

He-Man and Battle Cat rescue a young girl in the jungle from three soldiers, and she tells them she is Princess Raya of the kingdom of Abherran, and the soliders were minions of Queen Valena of Targa, Ahberran's rival kingdom. He-Man journeys back to Ahberran with Raya, hoping to somehow stop the war between the two cities, but on the way He-Man is knocked unconscious by a falling tree and taken prisoner by Valena's soldiers.

When he awakes he has lost his memory and has been imprisoned with an arena fighter called Garn, whom Queen Valena has promised freedom if he wins his next fight. He-Man is forced to fight Garn, but his main aim is to regain his memory and free the countless slaves whom Valena is forcing to fight for amusement. And will he regain his memory in time to help Raya return safely to Ahberran, and stop the war?

A villain called Azrog is arrested on Trolla by Uncle Montork, but he flees to Eternia where he joins forces with the witch Spydra. Montork follows him, but ends up imprisoned in Spydra's castle. When He-Man, Battle Cat, Teela and Orko go to rescue Montork, Orko falls under Azrog's spell and becomes evil, and is set against his friends.

When exploring an ancient temple, Prince Adam and He-Man come across the Masks of Power, which conceal the spirits of an ancient evil race. Two power-hungry travellers steal the masks, and their bodies are possessed by the spirits within them. Together they go to Snake Mountain, where they offer Skeletor their services- but Skeletor will only recruit them after they have passed a series of tests, one of which involves recovering the Sword of the Ancients from deep within Snake Mountain.

Malik, a young wizard living inside Stone Mountain, is leading a lonely life, despairing endlessly over his hopeless love for Teela, who has never returned his interests. He is visited by a repulsive little creature called Locus, with whom he makes a pact in return for Teela. Locus sabotages the dam outside Malik's home, flooding the nearby fields, then he tricks Teela into thinking it was Malik who destroyed the damn, out of love for her.

Shocked, Teela journeys to Stone Mountain with He-Man, Battle Cat and Ram Man, to sort out the chaos. Malik, who is under the permanent influence of the evil Locus, captures Teela and attempts to woo her within his fortress. And things turn even worse when Locus' master, Evil itself, arrives to claim Malik's soul.....

Malik, the Wizard of Stone Mountain, calls He-Man and Teela to his aid when the Fountain of Life of Aridan is stolen by the evil wizard Kothos. But just as the heroes confront Kothos in his floating palace, Skeletor sends Evil-Lyn and Clawful after the fountain- and Evil-Lyn ends up stranded in the desert with Teela, her magic wiped away.

In spite of their rivalry, Evil-Lyn and Teela have no choice but to work together and form an alliance to get themselves back to safety. As they put aside their differences, they form a surprisingly effective duo- and both learn a thing or two about the other in the process.....