Story - Jeffery O'Hare & Teleplay - David Wise

Marsh Lamore

Some mysterious missing element is causing trouble all over Eternia: ships are crashing, plants are withering, magic has fizzled, and everyone is exhausted. Is it caffeine? Has someone taken the caffeine? He-Man must undertake a journey into the Mystic Mountains, prove himself to some bug people, and learn that beauty is in the eye of the beholder, all in order to find the source of the trouble - but it's a sure bet that Skeletor is behind it somehow!

Man-at-Arms, Prince Adam (He-Man), Orko, Sorceress, Teela (PSA only)

Tri-Klops, Beast Man, Skeletor

insect people (guards, Garth, Shaman)

Wind Raider

Man-at-Arms and Prince Adam are sharing a lovely morning ride in the Wind Raider, when suddenly it begins to plummet to the ground, powerless! Adam must quickly transform to He-Man and fling out the ship's grappling hook at a passing rock outcropping to arrest its fall. He leaps to the ground to catch the craft when Duncan releases the rope. He-Man notices that he has to use all his strength just to hold up the Wind Raider - a task which should be easy for him. Puzzled by this weakness and the disabled ship, the pair return to the palace, He-Man wheezily towing the vehicle. Just outside Eternos's council chamber, they spot a withered tree which was perfectly healthy when they left, now so dead that it begins to fall on the building and He-Man must catch it and toss it away. At Duncan's lab, they meet Orko, who tells them that his magic has "fizzled" and is working even less reliably than usual. He also brings news that people throughout Eternos are feeling wiped out. As Duncan begins to try looking at the Wind Raider's innards, he finds he is also exhausted. What is going on here?!

Finally putting the pieces together, Duncan realizes that the missing element causing everything to go haywire is oxygen - he confirms his theory by being unable to light a fire at a gas burner. A confused He-Man learns that people use oxygen as energy to keep themselves moving, in the same way that fires consume it to keep burning. They realize that to solve their air shortage, a trip to the Sorceress is in order. A determined He-Man sets off for Castle Grayskull on foot, since all the vehicles are inoperable (and presumably his cat is too sleepy). He trudges on into the night, dragging himself through the now sickly forest until he catches sight of the castle - but something is wrong here as well, because the Jawbridge is lying open! Inside, a sagging Sorceress, who had lacked the strength to contact He-Man in the usual way, is glad to see him. Hearing from He-Man of the withered trees in the forest, she theorizes that someone must have blocked the flow of water from the Sea of Eternity to the Evergreen Forest, starving the trees of water and leaving them unable to produce oxygen. After a short lesson on photosynthesis, He-Man gets the idea, and then must make the grueling return trek back to the palace to inform Man-at-Arms of the mission. But how can he possibly make the long trip to the Mystic Mountains and the Sea of Eternity without dropping dead of asphyxiation?

Fortunately, Duncan has found a solution: an oxygen tank he designed for an underwater breathing apparatus. He's only managed to build one, so it's a lonely solo journey for He-Man, off North and into the mountains. He finds a tunnel which he hopes will lead him through a mountain and to the sea, but loses his way underground and is accosted by a tribe of insect people, suspicious of this ugly, shell-less outsider. The insect people's shaman doesn't want to have anything to do with this pink, hairy stranger; but a more understanding bug named Garth trusts He-Man and explains their own troubles. Their clutch of eggs should be hatching, but something is keeping them from glowing like they should. He-Man explains his own mission and guesses that the eggs are starved of oxygen, like everything else. The discussion is interrupted by a sudden tremor and cave-in which puts the eggs in danger. Garth bravely shields the fragile future generations of bugs with his own body, while He-Man manages to avert disaster through use of his favorite tool, a giant hunk of rock.

Having fully earned each other's trust, He-Man and Garth set off for the Sea of Eternity, to save both their people. First, however, they have to overcome Skeletor's goons, Tri-Klops and Beast Man, who are guarding the path. The villains are armed with paralyzer rays, but they have a vulnerable dependence on their own handheld oxygen tanks, which the heroic duo are able to exploit. The heroes leave the two Evil Warriors collapsed and gasping, and finally reach the sea. He-Man is not particularly surprised to find Skeletor there, seated at the cockpit of a gigantic sea-draining machine, which is mere minutes away from fully displacing the Sea of Eternity. Old Bonehead has also managed to dam off the sea from the rest of Eternia. He-Man confronts his archenemy, but Skeletor scoffs at the single "ugly" ally our hero has managed to bring along. The skeletal villain has an attractor ray which swipes and shatters He-Man's oxygen tank. A much-weakened He-Man attempts to climb the long ladder to his foe's perch, while Garth makes a desperate try at blocking up the machine's intake pipe with a rock. In the process, the insectile fellow is plunged into the deep waters and disappears. He-Man is able to reverse the pump's flow while Skeletor is distracted by the blockage. Thankfully, the waters have an evolutionary effect on Garth, and he metamorphoses into a butterfly-man. This new, beautiful, airborne Garth assists by swiping Skeletor's oxygen cannister, convincing the villain that it's time to flee in an escape pod. This leaves our muscular hero free to smash the dam and restore the precious waters to the trees of Eternia. Then He-Man just has to get back to the palace to recount the adventure to Duncan. As Prince Adam, he explains that Garth and the insect people have promised to guard the Sea of Eternity from any future shenanigans.

End with a Joke: With everyone else restored, it's no surprise that Orko has also gotten his magic back! To prove it, he again casts the disappearance spell he was trying earlier on the beaker in Man-at-Arms's lab. Instead of vanishing the beaker, however, he vanishes himself. "Yes," laughs Adam, "things certainly are back to normal around here."

• Orko: Man-at-Arms? You got a cure for fizzled magic? / Man-at-Arms: I don't think there's any cure for your magic, Orko.
• He-Man: Wait a minute, how do plants provide oxygen?
• Garth: Who is this strange intruder? / Shaman: How ugly he looks. He has no shell - disgusting!
• Garth: Strange how those two thought I was a monster, when they themselves look so strange to me. / He-Man: It just goes to show you shouldn't be fooled by appearances.
• Skeletor (of Garth): Is this the only ally you could find to fight against me? A hideous insect? A crawling, ugly bug? / He-Man: He may look ugly, but he's got more heart, courage, and beauty inside him than you could ever hope to have, Skeletor.
• Skeletor (to an oxygen-starved hero): That's it, He-Man! Crawl to me - yes! That's all you'll ever do from now on.
• He-Man: No sacrifice is for nothing if it helps other people, Skeletor; and your selfishness will be your undoing.
• He-Man (to Garth): What do you suppose transformed you like this? / Garth: I'm not sure, but I think that this is the form my people will evolve into in centuries to come.

• A look through widespread legs: He-Man lands after jumping off the Wind Raider
• He-Man picks up and throws a rock: This time a dead tree

One partial (missing Cringer/Battle Cat sequence)
Variation - Adam transforms while standing up in the front seat of a plummeting Wind Raider

Brought to you by Teela
Teela, despite having not shown up at all during the events of the episode, is happy to reinforce its lesson: "Ugly people can sometimes be the most beautiful people to know." That's great, Teela; now could you try not calling them ugly to their faces? This could be considered a redux of the popular "don't judge a book by its cover" PSA lesson, seen often in the series.

N/A

• In the opening sequence we see the line and grappling hook that comes out the nose of the Wind Raider. The last time we saw this gadget was in MU049, when Duncan lowered it to rescue his daughter and that little pest of a page boy, Thad. We learn in this episode that the cable can be detached from the Raider by the pull of a lever.
• We learn that the royal palace has a "council chamber" which is apparently "filled with people." Is this the throne room where we typically meet King Randor and Queen Marlena, or some other previously unseen interior? We don't know, since we don't get to see the inside. Interesting to imagine that the royal couple actually have a "council" to advise them. (It's ironic, by the way, that Duncan stresses that the chamber is "filled with people," given that we don't see any of them, and given this episode's particular dearth of Heroic Warriors.)
• "Deep in the heart of the Mystic Mountains," explains the Sorceress, "lies the Sea of Eternity. It feeds a river which supplies the Vine Jungle and the Evergreen Forest with water." As she speaks, she gestures to a helpful map, a visual aid that just happens to be hanging next to her throne, where we've never seen one before. The map in a general sense agrees with maps of Eternia we've seen before (most recently in MU046), though it's oriented differently, seemingly with North on the left and South on the right.
• Tri-Klops and Beast Man are both armed with "paralyzer rays," as Tri-Klops helpfully explains. This is a hitherto unseen weapon, though its purpose seems fairly straightforward.
• Skeletor doesn't have a tractor beam, but he does have an attractor beam.
• It's been a while since we've had a really good Skeletor escape! "You may have stopped me," groans Skeletor, "but - you won't get me!" Then we discover that the little control cockpit on his sea-draining machine doubles as an escape pod, as he rockets away. Godspeed, Bonehead! Godspeed.
• This episode includes the rare case of a good guy having to bust open a dam, instead of needing to rescue people when the bad guys bust open a dam.
• Teela is only present in this episode's PSA. She has done this before, showing up for only the PSA of MU011 and MU012.
• This is also a "Cringer was taking a nap" episode; and the royal couple is nowhere in evidence either.
• Surprisingly, Garth and the insect people will return! We'll see them again in MU106's "The Bitter Rose."

• I know He-Man has the power of Grayskull and all, but he already said he was feeling weak, so it seems like Duncan could have gotten behind and added just a little push, instead of letting our blonde oaf tow the Wind Raider all by his lonesome. He-Man is a crutch, Duncan!
• When Man-at-Arms and He-Man first bring the Wind Raider into Duncan's lab, it's the background we've seen used in MU048, of a fairly science-y looking interior. After a transition, however, Duncan is seen working on the Wind Raider in the radio room (last seen in MU052) instead.
• "Too bad I couldn't have taken one of the vehicles," says He-Man, as he plods on foot to Grayskull; "but none of them are working." Okay... but what about that big green cat you usually ride around everywhere? Remember him? I guess Battle Cat needs oxygen too, but still, you'd think he'd at least mention his mount.
• When He-Man finally arrives at Castle Grayskull after an entire day spent trudging through the Evergreen Forest, he is dismayed to find the Jawbridge lying open. WE are dismayed to find that the Jawbridge appears to be supported by huge chains that feed into holes in the flanking towers of the castle. It's never been like that before!
• He-Man has, in the past, seemed to be fairly knowledgable for a muscle-bound lug. He has bantered about the qualities of white holes with Duncan (MU030). He gave an impromptu science lecture about silica turning to glass in the midst of a battle with a giant scorpion (MU050 - also try searching up my secret "Science Hunks" sub-category). Nevertheless, in this episode he needs Man-at-Arms to tell him why humans need oxygen; and the Sorceress has to carefully explain to him the middle school science concept of photosynthesis. Clearly the royal tutors have some glaring holes in their curriculum! (Honestly, I love that He-Man doesn't understand how plants work; this is one of the moments that really stuck with me from my adult re-watching of the series.)
• He-Man takes all day to walk to Grayskull, completely exhausting himself in the process; but thanks to the magic of animated transitions, he gets back to the palace instantly!
• Though quickly told and perhaps a bit didactic, I love the sequence with the insect people. I like the way the shaman sees He-Man as ugly because he has no exoskeleton, and how Garth and He-Man prove themselves to each other.
• He-Man and Garth manage the entire battle with Skeletor's cronies without taking a single huff from any oxygen canister; yet as soon as they take away Beast Man's and Tri-Klops's tanks, the villains immediately collapse. I suppose insect people don't need as much oxygen as humans? And He-Man is... He-Man? Still, seems unfair!
• Unless it has several possible names, He-Man messes up when he spots seawater falling into a pit and refers to the Sea of Eternity as the "Sea of Eternia."
• I have questions about Skeletor's master plan. First of all, if he's draining the entire Sea of Eternity... where is he putting it? According to the cartoon, the water is siphoning just off to the side of the sea's rim, where it is going down a very deep hole. Is there really enough room for a whole sea in there? Secondly, what is his end goal here? Sure, he wants to rule Eternia and get into Grayskull (which, by the way, is wide open, apparently because Grayskull's doors are powered by oxygen - if only he'd known that!); but what's he going to have left to rule over if there's no oxygen and all the plants are dead? Was he planning on moving the whole sea back once he'd overpowered everyone?
• This episode is a bit of an odd mix of themes. We get a lecture about the uses and value of oxygen, but we also get a rather over-emphasized and meandering lesson on beauty being in the "eye of the beholder," as the title suggests. At first it seems like a fair-minded look at subjectivity, showing us how insect people can find humans ugly and vice versa. But then when He-Man is defending Garth to Skeletor, he straight up says that Garth "may look ugly" but is beautiful on the inside. Well: that's just, like, your opinion, man. Then the story suddenly becomes an "ugly duckling" fable, with Garth transforming into a beautiful butterfly man. Actually, to me he's freakier in his butter-man form than he was as a bug! So you can put that in your beholder and smoke it. In the end it appears that there is objective beauty? And... yay, oxygen?
• Given the shaman's reaction to He-Man's humanoid "ugliness," you have to wonder how the rest of Garth's people are going to like Garth's new, evolved, manlike form. He may find it hard come mating season! (Though actually, see Garth's reappearance in MU106, which features an evolved partner for the butter-man.)
• It's interesting, given the usual focus of the show on its title character, how very much of the final battle's success is based on the actions of Garth. He-Man does manage to reverse the pump and smash the dam, but it very much requires Garth's intervention for him to do both of these things. He-Man wouldn't have had time to access the pump controls without Garth blocking the pipe, and it was Garth's swiping of Skeletor's oxygen that forced the villain to flee while simultaneously giving He-Man the strength to smash the dam. Our hero also very likely would have drowned in the water after falling off the broken dam, had Garth not swooped in to fish him out. Adam fully acknowledges everyone's debt to Garth, "my noble friend," at the end of the episode.
• You have to wonder whether our Filmation writers were aware of Mattel's development of the figure Buzz-Off, who would be released in 1984, the year following this episode's air date. The story of Garth could have easily worked as an origin for Buzz-Off, though they ended up taking a different direction with the toy's character.