Out of the Cocoon
The gate of Castle Grayskull, closed
left-pointing gray power sword right-pointing gray power sword
a TV screen
S2:E3

67068

September 27, 1986
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A television, with sections on the right reading from top to bottom: Episode Number, Episode Code, Original Air Date, and Stills.
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Writer
Don Heckman

Director
Marsh Lamore

Snapshot
A famine in Etheria's Sand Valley sends She-Ra out to battle the greedy dictator Baron Condor - and leads to an unexpected metamorphosis for a young female servant who attempts to help our heroine. We'll learn that finding your true path can turn you into a beautiful butterfly - literally!

Heroic Warriors
Glimmer, Snout Spout, Princess Adora (She-Ra), Bow, Spirit (Swift Wind), Small One (Flutterina), Light Hope

Evil Warriors
N/A

Other Characters
various rebels, Sand Valley villagers, Baron Condor's men, Baron Condor, Sand Valley neighbors (including Prince Norb)

Vehicles
wagons, sky speeders, sun ray (sun beamer), sand wheelers

Plot summary
Glimmer is so angry! Her beautiful flower garden in Castle Bright Moon is crawling with grody worms. Friendly Snout Spout, standing nearby, offers to help by spraying the flowers down with his nose cannon, but a drenching in nostril water somehow makes things even worse. Before Glimmer can throw up her hands in despair, Princess Adora shows up to counsel patience. If those "worms" are just left to their own devices, Adora promises that all will be well.

Further lectures on gardening are cut short by the arrival of some ragged visitors. A mother, father, and child in tattered clothes enter the garden, begging for aid. It seems one Baron Condor has been stealing the food of the people of Sand Valley, in Etheria's lowlands, and many are starving. Princess Adora immediately promises help, and sends Bow off to gather a shipment of food. Meanwhile, the princess runs to a private corner where her horse Spirit is waiting, and makes a transformation. She-Ra and Swift Wind are then ready to haul a roped-together wagon train of food off to Sand Valley.

The wicked Baron Condor, however, has heard news of She-Ra's approach, and has a sneaky plan to entrap her. He has his men dress in rags and look depressed, and they wave a white flag over the baron's parapets, literally flagging our heroine down and begging for her help. Never one to pass over those asking for assistance, She-Ra lands on the castle roof; but she's immediately made suspicious by the presence of several well-fed guards leaning against the castle walls, who clearly didn't get Baron Condor's memo about acting starved. She-Ra declares her intention to investigate the castle before handing over any supplies, and the baron, watching from a hidden spot nearby, decides the jig is up. He and a couple of his men charge her, swords drawn.

For a while She-Ra easily fends off the attack using random foodstuffs flung from her wagons; but the baron then whips out his sun ray. It's a giant wheeled contraption topped with an oversized lens, which projects a solar-powered ray that freezes our heroine in place. Trapped, She-Ra calls out to Swift Wind, commanding him to fly away with the wagon train so the food doesn't fall into the wrong hands; but Condor's men cut the ropes on the wagons before Swifty can take off. The horse flies free, but the baron has the supplies - and She-Ra!

Our immobilized heroine is shifted to a dungeon under the continuing blast of the sun ray (somehow). There she meets a servant girl who's busy mopping the hallway just outside She-Ra's cell. The girl is called Small One, and she explains that Baron Condor is keeping food from everyone in the area except his soldiers. His well-fed men will soon be able to easily conquer the neighboring kingdoms, made weak by famine. She-Ra is determined to stop the baron's aggression, and request's Small One's help to do it. Thrilled at the prospect of helping the legendary Princess of Power, Small One happily jams her mop through the cell door window and into the path of the sun ray's beam; but - perhaps rather predictably - the ray then travels along the mop and strikes her, leaving the poor girl lying stunned and lifeless upon the ground. Her scream at being struck brings an inquisitive prison guard; but Small One's sacrifice was not in vain, for the beam's contact with She-Ra has been broken. The heroine easily breaks free of the shackles that were binding her and scares off the guard.

Her plans to stop the baron temporarily on hold, She-Ra is determined to save the injured Small One. She whistles up Swift Wind (who was hovering around nearby for just such a signal) and, busting open the outer wall of the prison, flies the girl right over to Light Hope for a magical medical diagnosis. Light Hope tells She-Ra she's arrived at just the right time, because Small One is about to find a new direction in her life. When She-Ra lays the comatose girl down on a stone slab in the Crystal Castle, Small One becomes encased in a sparkly cocoon. Within seconds - and after some pretentious urging from Light Hope and a few flashes of lightning - the cocoon reopens, and from it emerges - Flutterina!

(For those of us watching the series in order, I know this doesn't make any sense; we actually just saw Flutterina helping to hang decorations in Eternia for Adam and Adora's birthday. Just nod and smile, and pretend what you're experiencing now is happening before that.)

The happy Flutterina, admiring her new pair of butterfly wings, heartily thanks Light Hope for her new form and powers, and immediately promises to use her abilities only for good. As it happens, those powers (flapping?) are needed right away, to help the people of Sand Valley and foil that mean Baron Condor. As we soon discover, the baron has responded to She-Ra's prison break by rushing his plans into action. His soldiers, riding sand wheelers and sky speeders, have started an attack on a neighboring town under the rule of Prince Norb. Fortunately the Great Rebellion has somehow gotten wind of the attack and sent Bow to assist. The archer's cleverly hidden pit trap takes care of the sand wheelers; and by the time the sky speeders swoop in, She-Ra and Flutterina have arrived! The pair make a good team, with She-Ra relieving the soldiers of their speeders, and Flutterina catching the falling men and bringing them to the ground, where they can be taken prisoner.

Seeing his attack failing, Condor decides it's time to wheel out the big guns: his sun beamer! (It was called a sun ray before, but now it's a sun beamer. Maybe Condor received an attorney's letter representing a company that owned a similar trademark to sun ray!) Trained on the walls of Prince Norb's fortress, it easily begins melting holes through the stone; and She-Ra doesn't even want to approach the weapon because of what it did to her before. Fortunately, Flutterina has an idea: the beamer seems to be powered by the sun, so why not cut it off from its power source? She and She-Ra fly up to a particularly dark cloud, and the combined flapping of Flutterina and Swift Wind's wings (see? flapping!) sends the cloud in front of the sun, promptly deactivating the beamer. Our beefy heroine can then easily rope the weapon and pull it down into shattered heap.

Condor's plans are defeated! But She-Ra isn't done; she wants to solve world hunger as well. Putting Swifty right back into action (who really must be pretty tired by now, considering he carried an entire wagon train into the desert, then flapped a huge storm cloud in front of the sun), She-Ra flies over to the nearby Green River and digs an irrigation channel, sending the precious water closer to Norb and Condor's people. (You'd think they maybe would have thought to found their cities closer to a source of fresh water, but whatever.) Since it will now be easier to grow crops and feed their people, the baron should have no more need to struggle against his neighbors - right? Right?? Thus, She-Ra dictates an enforced peace treaty between the kingdoms, and everything is right with the world.

There's just one more lesson to impart to someone, and for that, She-Ra must return to Castle Bright Moon. There, with Flutterina at her side, she meets Glimmer in the flower garden. Glimmer is all ready to start complaining again about her worm problem; but - hey presto! - all the caterpillars have now been replaced with lovely butterflies. It's just like how Small One found her true path and evolved into Flutterina, isn't it? She-Ra urges Glimmer to respect all living things, even the ugly ones, because they might end up turning pretty some day. (That's not exactly what she said, but I think it captures the spirit of the thing.)

Memorable lines

Animation Loops
N/A

sheraTransformations
One full

Where's Loo-Kee?
4:36 - A couple of unique points to Loo-Kee's method of hiding today: first, he's not in a tree or near any kind of foliage, as is his typical wont, but instead peeks out from behind the wheel of the last wagon in She-Ra's supply train. Second, he actually moves! Usually Loo-Kee remains completely static while hiding, but today we can catch him blinking.
Did I spot him? YES!

PSA
Taking the story of Glimmer's caterpillars turning into butterflies as inspiration, Loo-Kee reminds us that "people who are physically disabled" are "just as special and beautiful as you are." On the inside. Like caterpillars? I'm not sure that's such a respectful comparison, Loo-Kee. I guess it's the thought that counts.

Connected episodes
Hordak-less episodes in Season 2

Firsts/Lore

Commentary