
Bob Forward and Leslie Wilson

Gwen Wetzler

Stabbing about for some evil plot to work, Skeletor gets lucky and manages to capture Eternia's king, prince, man-at-arms, and captain of the guard in one fell and frosty swoop! (He got Orko, too.) So who is left to save the day? The best @#$%# Earth space pilot you've ever heard of, dear viewers.

Man-at-Arms, King Randor (young Randor), Queen Marlena, Prince Adam (He-Man), Teela, Orko

Skeletor, Beast Man, Trap Jaw

heralds, Eternian guards, Randor's squire (in flashback), Skeletor's robot minions

sky sleds (heroic and evil), Wind Raider, Collector, Basher, Doom Buster

A despondent and downright crabby Skeletor is moping in Snake Mountain, trying to tell his two dopy minions, Beast Man and Trap Jaw, how he wants to take over Castle Grayskull; but they're too distracted staring into his desktop dome to pay attention. They're watching the Eternian royal guard put on a jousting exhibition with sky sleds, and the event gives Skeletor an idea: he can take control of the royal guard and use it to conquer Eternia!
At the joust, the royal family and Duncan watch Teela perform very well, but ultimately lose to an attack that comes from above and behind her. A rather grumpy Teela barely listens when Queen Marlena offers to teach the captain a trick that will avoid just such an attack. The queen is remembering her days as a pilot of Earth's space force; sure enough, feeling particularly nostalgic, after the joust she strolls into Eternos's museum to have a visit with the Earth spaceship she crashed onto Eternia years ago (Man-at-Arms has restored the vehicle, named the Rainbow Explorer). Randor finds her there, and the pair think back to how a meteor shower sent Marlena twirling onto the surface of the planet, where she was awakened and assisted by a young Randor. Meaning to only stay for a few days, until she was recovered and her ship repaired, the queen found herself falling in love with her rescuer. Marlena is very happy in the life she has chosen, but sometimes misses her more carefree, action-packed life as a Terran astronaut.
The king invites his wife on a beach picnic after the conclusion of the joust, but Marlena declines, opting to have a good wallow in her memories. Thus it is Randor, Teela, Duncan, Adam, and Orko who fly off to the beach; having spied them there, Skeletor intercepts in the Collector and with the help of his minions easily freezes and imprisons the whole lot of them. He has a new plan: with the royal family out of commission and the royal guard without its leader, the palace is ripe for the taking!
Still wool-gathering at the museum, the queen receives the bad news about her family from a guardsman. The soldier informs her that Skeletor has demanded the surrender of the city; but a fiery Marlena has other ideas. The bony villain will never expect the Eternians to attack first! She relays a series of orders to the guard, planning an all-out air attack against Skeletor's forces. They just have to wait for the lead ship: the Rainbow Explorer, with one Marlena Glenn at the helm (though no one realizes the identity of the pilot).
Just outside Snake Mountain, Skeletor has amassed his forces and has paused to gloat to his row of chained prisoners. Beast Man will pilot the Collector (apparently to "scoop up" Eternian guards), Trap Jaw - at the controls of the Basher - will direct an army of robot minions flying sky sleds, and Skeletor will take the lead in his Doom Buster. They're just getting ready to take off when the Eternian forces sweep in - rank upon rank of sky sleds piloted by Eternian guards, with the Rainbow in the lead. In Marlena's first strafing run, she zaps the manacles off of Prince Adam's hands, leaving him free to wander off to a quiet place and make a quick change.
The rest of the episode is one long air battle, with lots of robots getting zapped and the Rainbow showing off some amazing skills. He-Man throws some rocks into the sky, but soon tires of that ploy and ropes himself a ride on the Basher. In the ensuing fight atop the ship, Trap Jaw gets himself hooked onto the tail fin, leaving He-Man to fly the craft and bash down Beast Man and the Collector. Skeletor's attack from behind on the Rainbow (the same move that defeated Teela in the joust) is foiled by a fancy overhead loop (the old "Immelmann turn"); the reversed attack from Marlena sends Skeletor and the Doom Buster crashing to the ground. He-Man lands and confronts the villain, but old Bonehead jetpacks himself away.
With the enemies defeated and our heroes unchained, the pilot who headed the attack, face hidden by a helmet, now approaches. King Randor, who has been watching all the fancy flying and knows exactly who was at the wheel, introduces everyone to his wife. They are all suitably amazed, even He-Man, who almost cries out "Mother!"
End with a Joke: Afterwards, in an encore performance of the jousting from before, Adam and the queen watch as Teela shows off her new flying skills, which she has humbly learned from talking to Marlena. Adam shyly asks his mother why she chose to free him first of all the captives, and she suggestively says that she sensed he would "know what to do." She tells the surprised prince that she knows exactly what he is capable of - and is proud of him.

- Skeletor: I said my patience grows thin! / Beast Man: Uh, uh, grows how? / Skeletor: Thin! Very thin! / Trap Jaw: Oh no, boss; you aren't too thin. If anything, I'd say you look a little fat.
- Skeletor (discussing how many times he's tried to conquer Castle Grayskull): The first one didn't count; it was only practice. I was teasing the poor fools. / Beast Man: I guess He-Man can't take a joke. / Skeletor: He-Man! I've been foiled by that musclebound moron one too many times. I will defeat He-Man!
- Queen Marlena (referring to the Rainbow Explorer): This ship means so much to me. / King Randor: It means a great deal to me, too. After all, this was the ship that brought you to me.
- Queen Marlena (reliving the past with Randor): "A few days," you said. But I fell in love with you, and with this planet; and I just couldn't bring myself to leave.
- Beast Man (trying to impress his boss): Right Skeletor, I will chain them up tight; I'm very good at that. / Skeletor: I hope so; you must be good for something!
- Queen Marlena (talking to her spaceship): Old friend, we have a job to do. Skeletor has my husband, my son, and my dearest friends - and we're going to get them back.
- Teela: Nobody - but nobody - can fly like that! / Randor (dreamily): I know a person who can.
- King Randor: My friends, it gives me great pleasure to introduce you to the best pilot that a planet called "Earth" ever produced: Marlena, my queen. / Teela: Your majesty! / Orko: Your majesty! / He-Man: Mo- Y-your majesty!
- Queen Marlena: Adam, a mother always knows her own son - and what he is capable of doing. I've always been very proud of you, Adam.

- Skeletor shakes his fists, three-quarter view: Amused by his latest idea to stop He-Man
- Skeletor leans in close to the viewer: Twice; the better to threaten his prisoners
- He-Man from above, runs to mid-screen and pauses, battle-ready: Finally showing up in the episode's closing minutes
- He-Man picks up and throws a rock: To smash some flying robots

One partial - Only the opening line and a little bit of the energy coming off the power sword is shown

Brought to you by Queen Marlena and Teela
Similar to the PSA ending MU076, this one plays out like an epilogue scene for the story, with Marlena and Teela speaking to each other and not to the audience. Marlena points out that "old timers" like herself still have a few things to teach the younger generation who think they've learned everything. Teela asks if she can learn to fly the Rainbow, and Marlena extracts a promise from Teela to teach the queen how to fly a sky sled.

Main character flashbacks: Since we get to see Marlena landing on Eternia and meeting Randor.
Dealing with Adam's secret and his connection to the power of Grayskull: OK, this is a stretch, but we DO get important information about Adam's secret identity in this one!
Landmark Episode: Basically for the fact that it falls in the two previous categories, and is a great story.

- Though we haven't seen the names "Bob Forward" or "Leslie Wilson" in the writing credits before, and we'll only see them one more time in the regular series (once again paired together), these two are important contributors to He-Man. This story itself is a landmark, and their second, MU110's "The Problem with Power," is widely considered to be one of the most important episodes of the series. In addition, Mr. Forward will wield his pen for many other Filmation cartoons and famous animated series of the 80s and 90s, including the He-Man TV movies I'll be reviewing on this site eventually, and She-Ra.
- Skeletor claims that he has tried to conquer Grayskull "six times," prompting Beast Man to correct him with "seven." And now I have to go and do some research... I took a survey back through all the episodes I've detailed so far and tried to fact-check Bonehead and Fur Face here. How many times HAS Skeletor really tried to conquer Grayskull? Naturally we can exclude any episode where Skeletor does not appear; but I gave them the benefit of the doubt and also excluded any plot of Skeletor's that didn't directly involve Grayskull (the many times he's tried to simply take over Eternia or the palace, for instance - as in MU018's "Creatures from the Tar Swamp"), and even left out the several times (MU001, MU008, and possibly MU016) where Skeletor's aim seemed to be to destroy Grayskull rather than strictly conquer it. I also left out iffy episodes such as MU053, where a plot to conquer Grayskull was likely hatched by Skeletor, but he wasn't present (this was the Yukkers episode featuring the Horn of Evil); or MU025's "Evilseed," where Skeletor actually was inside Grayskull, but only as part of a team-up to stop the episode's title villain. Even with all those omitted, I still count 9 episodes where Skeletor definitely tried to get inside of Grayskull: MU004, MU002, MU009, MU014, MU022, MU030, MU043, MU072, and MU075. So they're both wrong - even if we drop one of those using Skeletor's later argument that "the first one didn't count." And I think, based on hints dropped in various episodes, we can assume that we haven't even seen every time Skeletor has tried to get into Grayskull. Even in the pilot episode it's well established that our skeletal friend has been at his evil job for a while.
- Skeletor concludes he would need an army to defeat He-Man; he's kind of already tried that, though he definitely forgot about it. He hired (at amazing expense!) a huge goblin army and attacked the palace of Eternos in MU081. It was just bad luck for him that an all-powerful alien was visiting and didn't like him. You could also consider Skeletor to have tried armies before in MU013, when he had Trap Jaw rolling out an endless supply of serpentoids; or MU016, when he was working with the Torgs.
- Plenty of the typical Skeletor spying in this episode on the old desktop dome, some of it being done by people other than Skeletor; in fact, he gets annoyed with Beast Man and Trap Jaw for paying more attention to the dome-viewed royal guard's "joust" than his own speechifying. By the way, the Eternian "joust" seems to mean flying around and shooting at each other on sky sleds.
- We get a much fancier, fanfare-filled look at the Eternian royal family than usual here, with horn-tooting heralds and a very ostentatious viewing platform. The last time we saw the king and queen enjoying this much opulence was their throne-room-filled party at the very memorable beginning of MU075.
- The episode starts early reminding us of Marlena's Earth heritage and her origin as a space pilot, as she offers to teach Teela an old Earth maneuver called "the Immelmann turn." We get to see it in action at the end of the episode.
- We get our first glimpse of Eternos's museum, with a panning shot that takes in some tantalizing artifacts. The closest thing we've seen to this in the palace before was the sort of treasure hoard where they stashed the Grimalkin statue in MU066. That treasure room was probably the same place where Lady Edwina was briefly seen trying on crowns back in MU018.
- We've had flashback scenes showing Marlena as an astronaut before, when she was using Man-at-Arms' memory projector at the beginning of MU006 - and in fact, the opening bits of the flashback we see here largely recapitulate those events. Unfortunately, the writers of this episode don't seem to have consulted those scenes all too carefully (or have decided to ignore them under the assumption that their viewers have short memories). In that episode her ship was called the Valiant. In this one it has been re-christened the Rainbow Explorer. The animators at least have drawn it pretty much the same in both places - though a logo has been added to the hull. Also, in this flashback Marlena specifically communicates with "NASA," while in MU006 she called her ship simply an "Earth probe." Finally, the end of Marlena's projected memories show her, helmet still on, climbing her own way out of her crashed vessel. In this episode's flashback, young Randor lifts a prone and seemingly unconscious (and helmetless) Marlena off the ground.
- Skeletor makes use of his Collector, last seen in MU075. This time it has been equipped with a "freeze ray" which is really more of a frosty wind.
- A rare brown-skinned character appears in this episode, in the person of the royal guard who informs Queen Marlena that her family has been captured. He also appears to be the head of the defense force in Teela's absence.
- The first episode to feature all of Skeletor's midsize flying sedans: the Collector, the Basher, and the Doom Buster. They are also all helpfully named in such a way that there is no longer any question as to which one is which (I've spent a long time wondering exactly which ship really deserves the name "Doom Buster").
- This is the first time we get to see Skeletor's robot soldiers operating the evil sky sleds; according to Skeletor's commands, Trap Jaw is the one remote controlling them somehow, or perhaps just leading the way in the Basher. This is a continuation of a subtle suggestion, seen in MU013 and MU040, that Trap Jaw's specialty is making and directing robots.
- Careful with the old secret identity there, He-Man! As everyone is going around being stunned that the ace pilot who saved them was actually Queen Marlena, the big lunk very nearly shouts out "Mother!" in his surprise.
- Having just had an episode focused on the character (MU084's "Fraidy Cat"), the producers apparently felt it was safe to leave Cringer out of this one. I think he would have enjoyed that beach picnic! On the other hand he would have just gotten frozen with everyone else...
- As I noted in that section, this episode's PSA is an almost unique format thus far in the series, giving us a straight epilogue scene with no direct advice to the viewing audience. MU076's PSA started out that way but ended with our heroes talking into the screen. This is also a very rare case of Marlena appearing in a PSA - it's her first ever!

- Forward and Wilson bring us some thoroughly amusing back-and-forth in Snake Mountain between Skeletor and his bumbling lackeys. I particularly enjoyed when Skeletor turned to Trap Jaw and tapped on his metal helmet, commenting, "Just as I suspected - hollow!"
- Oddly enough, though he talks about conquering Grayskull at the beginning of the episode, Skeletor's plot today doesn't seem to have much to do with the mystical castle. He decides he wants to hypnotize the royal guard to help him stop He-Man, then pivots to kidnapping the king, Duncan, and Teela (oddly overlooking the royal heir, who is also in the Wind Raider) when he finds them off on a trip together. "I will conquer the palace easily!" he concludes. The... palace? We can forgive Skeletor's minions their confusion over just what his plan is!
- In the establishing shot of our heroes' picnic, we hear someone say, "Jousting sure works up an appetite!" but the voice clearly doesn't belong to anyone sitting there. We have to assume it was meant to be Teela, but it sounds like the voice usually reserved for annoying little boy characters (and likely provided by Erika Scheimer). Similarly, in a much later scene, Trap Jaw's surprised cry of "He-Man!" sounds goofily slurred and far too deep for him - sort of like a speed-dropped Cookie Monster.
- It is really great to hear Marlena step up and so commandingly take charge of the situation, when she hears of Skeletor's impending attack. You wonder why this hasn't happened before; has she only been playing the submissive queen, feeling it best to let the native Eternian, Randor, steer the ship of state?
- The royal guard line up to defend the palace in a fleet of sky sleds. But what about Wind Raiders? We know for certain that there is a fleet of the things, and they have weapons too. Those sky sleds just seem awfully exposed and vulnerable...
- "You will excuse my keeping you out here," Skeletor tells his chained prisoners, smugly and with polite irony, as they are lined up against an exterior wall near his fortress, "but there are secrets inside Snake Mountain that are not for the eyes of the enemy." Are you tripping, bro? Every one of his captives has infiltrated Snake Mountain multiple times, and no doubt seen any secrets he believes he has - they might as well be keeping toothbrushes in the Snake Mountain powder room at this point. (If you don't believe me, go to the search screen and look for the phrase "home invasion" in the firsts/lore and commentary sections.)
- Adam, chained next to Orko, informs the Trollan that he can't free his hands to reach his power sword and turn into He-Man. But this means that Skeletor didn't search the prisoners for weapons and relieve the prince of his sword, which seems rather short-sighted of the villain. We also see Orko's fingers twiddling, as though he's about to try a magic spell to free himself; but he stops when Skeletor casually says, "Try to relax!" It's hard to understand why this would stop the magician from doing something magical and sneaky.
- Also hard to understand, though we've seen it happen many times before, is the villains' inability to take advantage of the fact that they have many very valuable hostages. It seems to me that Skeletor could have called off the whole attack by simply holding a sword to Randor's head, but he neglects to do so. (See MU015 or MU048 - or the much more recent MU082 - for other instances of this behavior.)
- One of my favorite Skeletor escapes ever: by jetpack! (Skeletor's parting line - "There will be another time, He-Man" - is nearly identical to his "There will be another day, He-Man" from the end of MU005.)
- The flashbacks for Marlena and her centrality to the story were cool, and the several-minute concluding sky battle was nice as well; but the real kicker in this episode is the tiny conversation at the end masquerading as the closing joke. Adam asks his mother why she chose to free him - and only him - of the many important chained captives outside Snake Mountain. She remarks, very suggestively, that she "had a feeling" he "would know what to do." She goes on (as I've quoted above as well, in the memorable lines): "A mother always knows her own son - and what he is capable of doing. I've always been very proud of you, Adam." The clear and rather astounding implication here is that Adam's mother knows - and has known, for quite some time - his big secret. The follow-up conclusion we have to make is: she hasn't told anyone else about it. King Randor clearly has no idea his son is actually He-Man, or he wouldn't be so disappointed in him all the time. We have to wonder about Marlena's reasons for keeping her husband in the dark here - though of course I've argued elsewhere (see commentary in MU003) that there isn't much reason for anyone to be keeping the He-Man thing a secret. Worth noting, also, that we had a subtle suggestion of Marlena's knowledge in an earlier episode - see MU067.