Larry DiTillio

Gwen Wetzler

He-Man rather stupidly smashes his way into a trap-filled ancient cat temple and takes a cat statue out of it, only to discover that the thing he plundered is evil!

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

Skeletor, Webstor

Melaktha, hooded cat person, jackal, Grimalkin (statue and monster), cat guards, cat servant, King Paw, Kittrina, Eternian guards

Webstor's Wind Raider, Attak Trak, Wind Raider, Talon Fighter

Prince Adam has joined the Eternian royal archaeologist, Melaktha, deep in what is probably the Vine Jungle, where they have discovered a vine-choked temple of Eternia's supposedly extinct cat folk. Melaktha clears away the vines and the pair go inside, but just a few steps in from the temple entrance, Melaktha springs a trap door and falls into a pit! Adam plans to rescue his stunned friend with a rope, but the walls of the pit begin to close in, so he decides it's time for a transformation. As He-Man, he leaps into the pit, smashes the converging walls, and leaps out again holding Melaktha.

Back at their campsite, the archaeologist awakens to find a beefy rescuer hanging over him, who assures Melaktha that the vanished Prince Adam is "safe".... somewhere else. Though his friend is anxious to continue exploring the temple, our hero determines that Melaktha is still too injured and leaves him to rest and recuperate while He-Man returns to the trap-filled structure. He must dodge a falling block and avoid a less prosaic and more deadly magical doorway trap (in the process happily defacing the ancient building) before reaching an impressive central room. Fiery braziers light of their own accord, and one of two jackal statues comes to life to attack him! The creature can teleport and breathe fire, so it proves a pesky obstacle; but eventually He-Man dodges a leaping attack, the jackal strikes the magical trap in the doorway, turns back into a statue, and shatters to bits. He-Man then demonstrates some very poor judgment by deciding to plunder the temple of an unassuming cat statue resting temptingly on a platform in the middle of the room.

As Prince Adam, he brings the statue back out to Melaktha, and the pair take their booty to the royal palace's tower vault. What they don't know is that their actions at the temple have all been observed by a hooded spy, who turns out to be a member of the very extant tribe of cat folk. The spy returns to his leader, King Paw, and tells the king that strangers have stolen the very dangerous "Grimalkin" statue. King Paw calls up his special agent Kittrina, a normal-hating slinky lady-cat whose job will be to retrieve the stolen artifact before disaster can ensue.

What none of any of those characters know is that Skeletor has been using his spy dome to check out the Grimalkin statue lying in the Eternian vault, and he wants it! He calls up a lackey we haven't met before, Webstor, and gives the rope-slinging villain the job of retrieving the statue. The stage is set for a thief-filled night at the palace! First Kittrina breaks into the vault and unknowingly sets off an alarm, which brings Teela running, closely followed by the Eternian royal guard. While Teela is struggling with the minx-like kitty, Webstor barges in, overpowers Kittrina, and grabs the statue. A sleeping Adam was awoken by the commotion of the running guards and transforms himself and Cringer off-screen, so He-Man arrives outside the palace tower in time to see Webstor fleeing with the treasure. Webstor gets away in his own fancy flying ship, so He-Man whistles up the Talon Fighter and gives chase, with Battle Cat riding shotgun.

Back at Eternos, Kittrina has a confrontational meeting with King Randor in the throne room, where the humans and cat folk trade accusations of theft; but eventually they decide to work together, after Kittrina explains that the Grimalkin holds a deadly demon (in which assertion she is backed up by Melaktha, who has been researching the thing). In the radio room with Kittrina, Teela receives a tele-beam from He-Man, who says he has tracked Webstor back to Snake Mountain, and Teela informs our hero of the dangerous nature of the statue. Impatient and unwilling to wait for the return of her people's statue, Kittrina declares her intention to infiltrate Snake Mountain as well, and Teela decides to accompany her.

At Snake Mountain, He-Man opts for a straight-on, no-stealth entrance and is met by what turns out to be a projected illusion of Skeletor, which tricks Battle Cat into a pit (there's a lot of traps and pits going around in this episode!). He-Man tussles with the real Skeletor, but Webstor grabs the hero from behind and together the villains subdue their prey. An unconscious He-Man is stashed in a force field cage. Meanwhile, Kittrina and Teela are nearing the evil fortress by Wind Raider, but they are detected even more quickly than He-Man was: their approaching ship is shot by Skeletor's previously unseen "nullifier ray," which pops out the top of the base's snake head. With Teela knocked out, the powerless Raider plummeting, and Kittrina without a pilot's license, the cat lady is forced to do some quick thinking and saves herself and the Eternian captain by use of a grappling hook and rope. Kittrina brings the still-unconscious Teela safely to the ground in time to meet Battle Cat, who has just dug his way out of the pit trap.

Kittrina is very impressed by and enamored of the big green tiger, but they don't have a lot of time to get acquainted, since her mentioning that she knows He-Man reminds Battle Cat that he needs to get to rescuing. He races back into Snake Mountain, Kittrina at his heels. They find their way to Skeletor's throne room, where Kittrina's acrobatics help her to take out Webstor. In the dungeon (which looks suspiciously like Negator's home from MU054), Skeletor is busy fiddling with his new Grimalkin toy while a nervous He-Man looks on from his cage. Battle Cat sneaks in and releases his friend, but too late! Skeletor's magical poking has summoned the Grimalkin demon from the statue. A horrified Skeletor, who wasn't ready for the gigantic size of the thing and is unable to make it obey him, quickly and prudently teleports himself out of there, leaving our heroes to clean up his mess.

The Grimalkin grows so huge that it busts its way out of Snake Mountain altogether. He-Man reconvenes with his friends and a reawakened Teela for a conference just outside the fortress, but all Kittrina can tell him is an old story about the "power of the storm" being the way to stop the monster. Our hero decides that he needs to salt some clouds to make it rain; while he's doing that with the assistance of Teela, he requests that Kittrina and Battle Cat provide a distraction. The feline heroes bravely attack the giant beast, while He-Man and Teela toss a huge chunk of salt into the sky and start a storm going. Getting wet just seems to irritate the Grimalkin, however, so He-Man ups the ante by catching some lightning on his power sword and allowing it to flow through him and into the monster. This does the trick, and the creature is transformed back into a statue.

Back at the palace with the statue returned to Kittrina, the heroes trade apologies. Melaktha points out that he wasn't aware the cat folk were still around, and Kittrina admits her people were too ready to mistrust the Eternians. Having made up, Kittrina decides it's time to be getting home.

End with a Joke: The heroes suggest that Kittrina could come visit them again some time, and Kittrina agrees: "I've got an itch to see that handsome fellow again," she says. Teela assumes she's talking about He-Man, but Kittrina corrects the captain: "I mean Battle Cat." Adam ribs Cringer about Battle Cat's "admirer," causing Cringer to blush profusely.

• Melaktha: That means those ancient books were correct: there was a race of ancient cat folk living in this jungle.
• He-Man: By the ancients! That magical trap turned the monster back into a statue.
• Orko: Aw, Cringer, you think everything's too scary. / Cringer: Only because everything usually is.
• Skeletor: If that statue does have some evil power, it should belong to me!
• King Randor: Who are you, thief? / Kittrina: The name's Kittrina, but you're the thief, King Randor. / Randor (shocked): What?! / Kittrina: Your people stole the Grimalkin from our temple. I was only trying to get it back. / King Randor: You could have asked for it. / Kittrina: Rowr! You didn't bother asking us.
• Webstor: Nyah, we did it - we beat He-Man. / Skeletor: You mean I did it, Bug Face.
• Kittrina (seeing Battle Cat): Well hmmm... Hello, big boy.
• Melaktha: I'm sorry for breaking into your temple. / Kittrina: In a way it's our fault. If we hadn't been so mistrustful of your race (mmrrrr), we could have warned you of the danger.

• He-Man punches the viewer: To dispose of a falling block of stone
• He-Man picks up and throws a rock: To check for traps in the temple, and later to throw a chunk of salt
• He-Man juggles his sword: Preparing to battle Skeletor
• He-Man jumps on the back of Battle Cat: The ending drawing is used to show He-Man already atop his tiger, after the Grimalkin has been freed
• He-Man in battle stance on Battle Cat: Again, a frame from this loop is used to show He-Man collecting Kittrina

One partial (missing Cringer/Battle Cat sequence)

Brought to you by Kittrina and Prince Adam
It's the favorite MOTU PSA message, about not judging a book by its cover (a phrase that Adam uses specifically). Kittrina connects the lesson this time to her own initial mistrust of the people of Eternia. "Not liking a person because he or she is a different race or religion is wrong!" says Adam. Kittrina agrees.

Historians, archaeologists, and digging up old cities: A definite entry in this category.
Skeletor summons a monster: Though it takes him quite a while to get around to it, Skeletor does summon a monster in this episode, so it also falls into this category.
Landmark Episode: Just because I think this is a fun, exciting episode with some tight storytelling.

• The return of Melaktha! He is Eternia's royal archaeologist, last seen in the two-part (MU040/MU041) story, "House of Shokoti."
• The device Melaktha uses to clear vines from the temple is the same "beam ray" Duncan gave to Adam to help with his sculpting at the beginning of MU054, and which was so attractive to the evil Negator.
• He-Man gives Melaktha the tried-and-true "He's safe" explanation when the archaeologist asks after Adam. Secret identify = safe.
• He-Man manages to use his power sword to "deflect" the fire that the jackal statue breathes on him, a trick we've seen him use before, memorably back in MU009's "The Dragon Invasion."
• It's Season 2 and Skeletor is back, having skipped out on the last few episodes of Season 1, and back to his old tricks - namely, spying on the heroes through his desktop dome.
• The first appearance of Webstor, the "Spider" from the title and one of the many new toys released in Mattel's wave 3 of 1984. We already saw some early sneak-peeks of this wave back in Season 1, with Clawful (MU053), Jitsu (MU009), and Stridor (MU061); but in Season 2 we will begin to see more.
• Teela is shown reading a book when the vault alarm goes off, an unusual pastime for a Heroic Warrior. She's pictured (for the brief seconds we see her there) in her room, using the same background and jewelry that the creepy Cave Dweller Palos creeped his way past in MU033's "The Starchild."
• This is a good "bedroom" episode, because we also catch Prince Adam sleeping in his, with Cringer at the side of his bed. As has been shown in other episodes (notably MU002, and less formally in MU043), his sleeping kit consists of a wife-beater and some gold bracers.
• This episode shows us a treasure vault in the palace, and though it may seem like the first time we've seen a room like this, it's likely the same room where the awful Lady Edwina was trying on crowns in MU018.
• He-Man shows off his ability to whistle up vehicles, in this case the Talon Fighter. Previous to this, we have only seen the Talon Fighter in MU025 and MU027, but in the latter episode he also summoned it with a whistle. It seems only fair to also mention here, while we're talking about Talon Fighter appearances, that this will be the last time we see it in the series - unless you count Lord Todd's clone of the vehicle in MU069.
• Teela and Kittrina briefly appear in what is probably Eternos's radio room, last glimpsed in MU055.
• Skeletor defeats He-Man with a "stun beam," a cloudy green ray which he shoots from his hand, and which we've never seen him use before. We also see a new and very effective "nullifier ray" which comes out the top of Snake Mountain's snake head and causes Teela's Wind Raider to crash. We'll see a similar beam defending Snake Mountain in MU126.
• This episode gives us a rare chance to see Battle Cat acting on his own, without He-Man. The last time I remember this happening was in MU031's "A Tale of Two Cities," where he heedlessly and emotionally chased after He-Man, with detrimental results. You feel a touch of the same panic when, even though Kittrina is hardcore hitting on him, Battle Cat cries, "He-Man! I've got to find him!" and runs off. Or I don't know, maybe that's how he acts whenever a pretty girl talks to him.
• In the scene where Skeletor has He-Man trapped in an energy cage, the background used is clearly recycled from Negator's base in MU054. That guy seems to keep coming up! Negator never won't not go away! He-Man is even rescued in the same way he was in MU054, when Battle Cat arrives and uses his tail to hit the release button.
• Skeletor escapes from his embarrassing Grimalkin situation by using his finger guns to generate a flash of lightning, teleporting him away. It's one of his cooler escape methods; he did something similar back in MU012. As always when Skeletor flees Snake Mountain, however, you wonder just where he's fleeing to!
• It's time for Science Hunks, with your favorite lecturer, He-Man! As he mansplains to Teela: "You see, when salt particles are put into moisture-laden clouds, rain is produced."
• He-Man's science lesson results in Teela getting to use her wrist freeze ray.
• He-Man makes up for his boring science lesson with a totally bad-ass move: he channels lightning through his power sword (and his body) and directs it into the Grimalkin, frying the monster's ass and shrinking it back into a statue.
• We see again in this episode the hazy nomenclature of the term "Eternian." This is used to describe King Randor and his humanoid subjects, contrasting them with the cat folk. But they all live on the planet Eternia, don't they? Making them all "Eternians," regardless of whether they like to say "purrrr-fect" or not. It's confusing.

• Melaktha turns his hand a full 360 degrees in order to activate the door control on the temple. Sometimes it's useful to have no bones!
• The carvings on the walls of the temple are very cool and some of them actually make me think they are based on historical ancient carvings - but I don't know my ancient carvings well enough to confirm. It's interesting given the title of the episode that there is a spider carving inside the pit that traps Melaktha. The "spider" of the title is surely meant to be Webstor, however.
• Another strike against the accuracy of my DVD captions: King Paw is identified as "King Pa," a title suggesting some pretty widespread nepotism in the cat kingdom!
• Webstor snidely refers to Skeletor as "Bony," seemingly demonstrating a lack of fear of his boss which is unusual for Skeletor's lackeys.
• Kittrina being a cat person, she resorts very quickly to the stereotypical "Purrrr-fect" of the Adam West Batman's Catwoman (choose your favorite: Julie Newmar, Eartha Kitt, or Lee Meriwether). She has a very cool fiery wand that she doesn't make any good use of until near the end of the episode. It appears to be the grappling hook that she uses to bail out of the Wind Raider, and also the zapping weapon that she uses against the Grimalkin.
• Continuity error: The scale of the Grimalkin statue seems inconsistent. When He-Man/Adam are carrying it, it is not much larger than a house cat. When Kittrina sneaks into the palace vault to steal it, it's more the size of a golden retriever, and she seems to struggle to get her arms around it. This version of the statue also seems to have been attached to a rectangular base, which wasn't there when Adam carried it out of the temple.
• Adam shows his skills at quick changing, when in scenes intercut with Kittrina and Webstor's fight, he is first in his pajamas, then in his pink prince uniform, and then He-Man. Interesting that the animators passed up their chance to reuse the time-killing transformation animation sequence here.
• There's a weird vehicle variation in this episode. After stealing the Grimalkin statue, Webstor flies off in a ship which looks a lot like the Wind Raider, but has a Webstor-specific add-on: six insect legs sticking out the sides. This custom Raider won't appear in the series again; but check out Melbrag's sweet custom job in MU107's "The Gambler"!
• I don't remember thinking this so strongly in previous viewings of this episode, but this time my reaction was that the Eternians seem pretty thoroughly in the wrong. He-Man had no business smashing through the floor, digging up from under, or shattering the statues of an ancient temple that he broke into; and he definitely never should have just lifted the cursed and evil artifact out of the middle of the temple, regardless of whether he was aware of its being evil or not (and shouldn't the jackal statue he had to fight just before he picked it up have been a clue?). I enjoyed the scene where King Randor calls Kittrina a thief, and Kittrina very accurately throws the label right back at the king. It's disappointing that, at the end of the episode, the onus of bad behavior swings back to the cat folk for not "trusting" the Eternians enough. Bah!
• Animation error: In the scene where Kittrina speaks with King Randor, the background painting behind Kittrina is not that of the royal palace throne room: it's the same castle background used when she was speaking to King Paw in the beginning of the episode.
• Animation error: In the first closeup showing He-Man piloting the Talon Fighter with Battle Cat behind him, a layering error puts Battle Cat on top of the outer strut of the Fighter's cockpit, but still behind He-Man's chair, making for a very confusing-looking end result. The second shot of them in the Fighter has the layering problem fixed.
• It's home invasion time again! In response to multiple (but detected) incursions into the royal palace, He-Man tracks Webstor back to Snake Mountain and walks on in, with no attempt at planning his entrance, no attempt at stealth, and no difficulty walking into Skeletor's throne room - though he does set off an alarm. The last time the heroes entered here was with the phantom form of Zanthor, in MU062's "Golden Disks of Knowledge." In that story, Zanthor knew a secret way into the fortress, but here He-Man opts not to use it, perhaps feeling that a front-on confrontation with Skeletor is best.
• He-Man is the lucky one, by the way, when it comes to home invasion - Teela and Kittrina get shot out of the sky before even making it to Snake Mountain! It's one of the most effective preventions of a break-in so far in the series - though in the end it comes to nothing, since Kittrina gets into the fortress anyway.
• Kittrina is an emotional character who has several oddly timed responses throughout the episode. An early one comes when King Paw informs her of the missing Grimalkin statue. He takes a while explaining it in a wide shot scene, where Kittrina is just standing there; then we come in for a closeup so she can have a delayed reaction of shock and finally say, "The Grimalkin!" Near the end of the episode, when He-Man asks in desperation just how they are going to stop the monster, Kittrina comes up and embraces him, looking very dramatic, but providing no response until Teela prompts her. (According to Wiki Grayskull, the original script had Kittrina replying to He-Man but the line was cut.)
• It's homoerotic undertones of an unexpected nature in this episode, as Kittrina and Teela spend a lot of time wrestling and holding each other (though, as we see, Kittrina would prefer some plain old heterosexual cat-on-cat action). At the end of the episode when Teela offers the cat lady a lift home, Kittrina's acceptance sounds needlessly flirty.
• No matter what proclivities you'd like to assign to her, Kittrina is an incredibly sexualized character. She has the typical He-Man revealing outfit, but she couples it with seductive posing and cat-like growls and moans, and basically throws herself at Battle Cat. After 65 previous episodes largely spent pretending that babies come by stork and that if you really love someone you might perhaps hold their hand, Kittrina is quite a shock! If we were going to see a character like this, however, it's not surprising that she came from the pen of Larry DiTillio, who gave us the giggling court ladies in MU051, and made the oblique suggestion that Adam was dallying with Lady Amanda in MU034.
• We've seen Skeletor get so much use out of his desktop dome, it was quite tragic to see Webstor smash it and get his head stuck inside. Skeletor will have to call an evil glazier to fix it! (Actually, we'll discover that Skeletor is fully capable of repairing the dome - and very quickly - when we see him accidentally smash it himself, in MU087.)
• The Grimalkin is a great monster. The panning shot that shows how huge it is compared to Skeletor is very cool, and it does some impressive damage busting its way out of Snake Mountain. There's also some fun character animation all around in this episode, which may be one of the reasons why I captured so many stills for this one.
• The uncertain intentions of the cat folk at the beginning of this story put them in a moral gray area - a DiTillio specialty in a series that typically divides its Good and Bad Guys into very distinct camps. Later, the finger of gray morality even points back at King Randor, making for a thought-provoking story (the questionable plundering of ancient cultures by Eternians was also covered in MU047's "Keeper of the Ancient Ruins"). Add in some monsters and magic, and you have a memorable and outstanding He-Man episode to kick off this second and final season of the series!