
Marc Scott Zicree

Ed Friedman

Skeletor and Evil-Lyn steal the legendary Spellstone and wreak havoc. Skeletor traps He-Man and friends in the basement of a temple, while a disguised Evil-Lyn tricks the populace into unleashing a horrible growth on the palace. Can He-Man escape from his impossible prison - and win the respect of the unfriendly fire people - in time to save Eternia?

King Randor, Man-at-Arms, Cringer (Battle Cat), Prince Adam (He-Man), Teela, Queen Marlena, Orko, Ram Man, Stratos

Skeletor, Evil-Lyn, Trap Jaw

Skeletor's robot minions, lava beast, Helios, fire people, Eternian villagers, the Creeping Horak

Attak Trak

Following a hot tip from Evil-Lyn, Skeletor pairs up with her to break into a temple and steal the Spellstone. All unaware of the evil plot getting underway, our heroes at the palace enjoy a magic trick from Orko, in which he is upstaged by Adam. Nearby, Duncan has invented a weather-controlling satellite, which he proceeds to demonstrate. The device immediately goes wrong, but like all good engineers, Duncan blames the problem not on himself but a legendary "Spellstone." Since the storm it's producing is evil, Adam and Duncan conclude Skeletor must be to blame, so the prince and his reluctant cat wander into the next room and become He-Man and Battle Cat. Along with Ram Man and Stratos, they take the Attak Trak out to the temple of the fire people in the Region of Flame, where legend says the stone is hidden. After a short battle with a lava beast, they break in and Skeletor succeeds surprisingly well at slowing them down with his robot minions.
Meanwhile, Evil-Lyn disguises herself as a townsperson and riles up the regular folks into thinking housefires (caused by the Spellstone's lightning) are due to Randor and Duncan's improper royal inventions having angered the "Elders of Eternia." She convinces an old man to dig out his box containing the Creeping Horak, which is either a faceless tentacled monster or just a bad case of mold. Though Teela sees through Lyn's ruse and forces her to reveal herself, the evil sorceress still manages to fling the Horak onto the palace walls, and the heroes begin a harrowing flight through various rooms, trying to escape the relentless creature.
He-Man and company manage to take apart all the robots, but Skeletor shows them a vision of what's happening back at the palace, then drops them into a basement dungeon which (he tells He-Man) has but one escape; he later admits to Trap Jaw that he was off by one and there is no escape! He-Man must redirect a flood, after which an exit does magically reveal itself; but it was opened by the fire people, who don't like outsiders and are predictably unhappy that their temple has been looted. After a one-sided skirmish in which the heroes try to remain pacifists, one of the fire people conveniently gets himself captured by the lava beast so that He-Man can rescue him and earn some grudging respect.
The heroes and the villains all then converge on the palace for the final confrontation, where Evil-Lyn uses the Spellstone to whip up a big windstorm. Things aren't looking good, since not even the flying Stratos seems able to fight through the winds to stop Evil-Lyn; fortunately, the guilty townspeople get involved and wrestle the episode's MacGuffin from Lyn's hands. Skeletor explains an important plot point: the Spellstone is the only thing that can destroy the Creeping Horak, which currently has the royal family (and Duncan, Teela, and Orko) pinned down in their last possible refuge - and he commands it to return to the Region of Flame! He-Man races for all he's worth and finally grabs the stone in time to fling it against the fungus, poofing it away. Skeletor and his minions decide to get while the getting is good and flee the scene on foot. To save the episode's runtime and happily tie everything up, He-Man explains that the Spellstone has now returned to the fire people where it belongs.
End with a Joke: Teela and Adam agree that it would be nice if they had a rainbow; Orko attempts to oblige but ends up creating a personal raincloud that pours over his own head.

- Skeletor: Soon all Eternia will be devastated, and I will reign supreme! / Evil-Lyn: You mean "we," Skeletor.
- Evil-Lyn: A voice in the crowd can do more damage than even this storm.
- Stratos (reacting to a flying fire beast breathing at him): Eugh! That one nearly singed my tail-feathers!
- He-Man (in response to the townsfolk taking the Spellstone and stopping Evil-Lyn): A person doesn't need superpowers to be a hero; all he needs is bravery. You forgot that, Skeletor.
- Adam: Peace has returned to Eternia. The sky is clear, and the birds are singing.

- Teela, hands on hips, laughs with her head thrown back: At Orko's failed magic trick at the beginning of the episode
- Adam laughs, head back: At Orko's failed magic trick at the end of the episode
- Teela rolls along the ground: After being thrown by an exploding fire engine
- He-Man runs away from the viewer: Twice while the heroes are underground, once to get away from the flood
- Skeletor shakes his fists, front on from below: Twice; used once to show him raising his staff, and again when he commands the Spellstone to return
- He-Man picks up and throws a rock: Twice, once to smash a hole for the flood, and again later to stop the lava beast
- He-Man punches the viewer: To test the strength of a cave wall
- He-Man in battle stance on Battle Cat
- A look through widespread legs: He-Man lands after the spellstone is turned off

One full

Brought to you by Man-at-Arms
Man-at-Arms, in mid-repair of what appears to be a sky sled, connects Orko's magical tricks to practical jokes: both can go horribly wrong. Just to traumatically and graphically spell out the danger, he explains that if your prank goes wrong, someone could lose a finger, an arm - maybe even an eye!

N/A: By the way, you may think it's odd to have created a clickable, searchable episode category for all the episodes that didn't actually fall into any episode categories. Well, that's just the kind of wacky database we're running around here!

- Another episode where, despite the fact that the Spellstone was Evil-Lyn's idea and she seems to know more about using it than Skeletor, she still wants to team up with him and doesn't yet want to betray him.
- Adam says of the Spellstone: "I thought it was only a legend!" Just like the Shaping Staff of MU002 was "just a myth."
- The first spoken dialogue from Ram Man. He has the stereotypical "dumb guy" voice he will have throughout the series.
- The design of the fire people's flying beast, a sort of pterodactyl-type critter, will be seen again in other episodes (though in less fiery colors). It's identical to the Ro from MU038's "Valley of Power."
- Evil-Lyn's old lady character mentions "the Elders of Eternia," apparently a mystical set of beings and possibly a glimpse into some kind of organized religion on the planet. The Elders will be mentioned again - and be a slightly more integral part of the plot - in MU016. Likely this term morphed and evolved into the "Ancients" of other episodes.
- The old lady disguise will appear again in MU010, where it will be employed by Jarvan the Sorcerer. Evil-Lyn will use it again to trick a brat in MU021.
- In this episode, Battle Cat boasts specifically about his cat's ability to land on his feet. In the later MU019, Cringer complains of lacking this very ability when he drops from the sky and doesn't land on his feet. Just another suggestion here that the two characters inhabit the same body but are different entities...
- It's unusual for He-Man to be unable to punch himself out of a stone cave, but in this episode he is in fact unable to do so. He can only break the floor.
- In the ending fight scene, Trap Jaw is shown with a sword attachment on his arm - an unusual choice that was not included with the action figure.
- Also in the ending fight scene, for the first time, Skeletor wields a power sword identical to He-Man's. This is a rare hint to the very cool bifurcated sword concept used by the toys - the Skeletor and He-Man figures each came with one half of the sword, which when united was the only thing that could unlock the Jawbridge to the toy Grayskull. (It would have been nice if this idea was ever explored in the show; it was not.) As usual in a fight with He-Man, regardless of what weapon he holds, Skeletor is almost instantly disarmed.
- In this episode's villain escape, there is no fancy teleporting; Skeletor just mutters, "Now's our chance to escape," and they all run off.

- A very touching instrumental theme plays as the camera pans to Randor and Duncan - the King with his hand on Duncan's shoulder - both staring wistfully out the window of the palace. Anyone reading homoerotic undertones back into the show should feel free to raise a suggestive eyebrow at this point.
- In the scene where Duncan begins using the weather controller, his hands are green; but when things start to go wrong, his hands are flesh-colored. This error occurs again in a later scene where Duncan is trying to put out a fire.
- Cringer is, as usual, unenthused about turning into Battle Cat, but is convinced to leave the room he's in and follow Adam by a loud crack of thunder that makes him cry out in fear. Directly after his cry, we cut to an animation of Battle Cat padding very slowly across the screen, apparently unfazed by his very recent scare.
- When the Attak Trak is picked up in the mouth of the lava beast, He-Man remarks calmly, "Electricity works every time." Really He-Man? Every time your car has been swallowed by a lava beast, this has done the trick? (We actually will see electricity used again in this way, in MU016.)
- There's a really nice panning aerial shot of the countryside of Eternia just before we see the housefires caused by the Spellstone.
- Randor explains of the Creeping Horak: "Long ago it was used to punish criminals. They'd be locked in their houses; the Horak would grow over it until all the air was squeezed out." "How horrible!" replies Marlena. Um, yeah - it is! Any kid with a good imagination should have found this to be by far the creepiest thing yet to appear in He-Man; not least because it was apparently once a legitimate, established punishment of the Eternian legal system! For those of you keeping score, Eternia forces villains to work in their mines, regularly trades with slave-owning planets (see MU005), and within living memory thought an appopriate sentence for criminals was suffocating them with mold in their own homes.
- Orko stammers out his words while being chased by the Horak; you could put it down to the character stuttering in fear, but it sounds a lot more like a flubbed line, so it's surprising that it got onto the final soundtrack!
- Speaking of stammering, I found the stammering of the old Eternian man when describing the Horak to be particularly hilarious. Fun voice acting!
- The voice of the female townsperson sounds like Lou Scheimer's wife Jay, whom we last heard inexpertly voicing Queen Marlena in MU002.
- I was surprised to see how much the heroes struggled with Skeletor's robots, which are typically as easy to smash as a pile of potato chips. Stratos gets chased around by a single robot and can't seem to figure out what to do - I was pretty embarrassed for him.
- It's odd that Evil-Lyn had to lead Skeletor to the fire people's temple, yet he seems to know where all the controls for all the trap doors and floodwaters are located.
- This episode has some great character and creature designs, notably the lava beast and the fire people, who have a cool translucent effect. The Creeping Horak is conceptually very nasty but not much to speak of from a visual standpoint.
- Oddly enough for it being the title artifact for this episode, the Spellstone directly contributes very little to the events of the story. The main things stopping He-Man and his allies at the Region of Flame are Skeletor's robots, the impenetrable cave below the temple, and the recalcitrant fire people. The main thing menacing Randor and co. at the palace is the Creeping Horak. The only thing the Spellstone does is light a few fires and blow people around a little. Its most useful contribution is its ability to destroy the Horak - the real horror of the episode, regardless of the fact that it seems to have been a mere coincidental distraction discovered by Lyn.