Skeletor tricks He-Man into thinking he has accidentally killed a man and, consumed by guilt, He-Man transforms back to Adam and drops his sword down the abyss of Grayskull, deciding he is no longer worthy of Grayskull's powers. Skeletor then opens a portal to the goblin world, enabling General Tataran's army to enter Eternia, with possibly enough power and strength to conquer the planet. Can Eternia survive without its greatest hero... and will Adam realize he has been tricked before it is too late?

Prince Adam, Man-At-Arms and Orko are searching the Vine Jungle for the legendary Stone City- but unbeknownst to them, they are being followed by Evil-Lyn, Webstor and Kobra Khan, who are after the city's treasures. By stealing a map, the villains beat the heroes to Stone City, which is filled with realistic-looking statues. When teleporting a life-bringer machine to Snake Mountain, Evil-Lyn accidentally revives the city's warrior king, Vokan! Vokan reveals that his people have been sleeping in stone for thousands of years, to be awakened when Eternia next needs their help. When he notices the life bringer is missing, Evil-Lyn tells him that it is located in Castle Grayskull. Before long, Vokan himself is attacking Grayskull, unwittingly being used by Evil-Lyn, who wants to gain the castle's powers!

As Prince Adam and Teela attempt to fix a broken-down Attak Trak in the desert, Orko stumbles upon the wizard Kothos, who was transformed into a sand slug by Evil-Lyn in the earlier episode "The Witch and the Warrior". He turns him back to his true form, but has made a mistake as Kothos captures the heroes and offers them to Skeletor in return for his second-in-command, Evil-Lyn, upon whom Kothos is determined to enact revenge.

Teela and Orko are returning from admiring one of the Eternian farmer's bumper crops, when strong tremors suddenly shake the ground and whole crops disappear. Teela is sucked underground with one of the tremors, where she finds herself in the tunnels of an underground community called the Belats. While Orko raises the alarm, the Belat's King, Subternias, who is determined to feed his people no matter what, holds Teela prisoner, and she finds that the Belats are not evil, but are very mistrusting, after being tricked by Skeletor years before...

When Beast Man crashlands by Palace Eternia in one of Skeletor's shuttles, Adam, Teela, Man-At-Arms, Man-E-Faces and Ram Man discover that he was being sent to the Dark Moon of Eternia. Curious as to why Skeletor wanted to send him there, they imprison Beast Man in jail and take the ship up there themselves. Reaching Eternia's Bright Moon, they discover that Eternia's two moons are at war with one another after a resident of the Dark Moon reported seeing the people of the Bright Moon causing severe destruction on the Dark Moon. Knowing that the residents of the Bright Moon are innocent, the heroic warriors realise that Skeletor must be the real cause of the destruction, and so Man-E-Faces disguises himself with a Beast Man costume, and goes to the Dark Moon to spy on Skeletor and his warriors and foil their scheme.

Man-At-Arms almost kills the King and Queen when a device accidentally malfunctions, and fearing his skills are weakening with age, considers resigning from his position. Skeletor takes advantage of the situation by installing an energy bug called Byte into the Royal computers to make all the machinery malfunction. Can He-Man find the cause of the problem before it is too late?

Dree Elle comes to Eternia to enlist Orko's help, explaining that an ambitious Trollan wizard called Snoob has defeated Uncle Montork and taken his position as head of the Academy of Magic. Since Montork claims to have felt inexplicably weak when fighting Snoob, they suspect unfair play was used. Orko and Dree Elle go to Trolla, followed by He-Man and Battle Cat, and it soon transpires that Snoob is being controlled by Whiplash, who is trying to learn magic in order to impress Skeletor. It is up to He-Man to stop his scheme, with the help of his Trollan friends!

Once again, Granamyr asks for He-Man's help. The dragons of Eternia are mysteriously disappearing and Webstor and Kobra Khan seem to be behind it.

Skeletor uses a teleportation device to teleport The Sorceress, in the form of Zoar, to another planet. As He-Man and Battle Cat go to this planet to rescue The Sorceress, Teela is given the task of guarding Grayskull in The Sorceress' place. Unaware that someday she will inherit the position of Sorceress for good, will she be able to live up to her destiny?

An irresponsible junior guard, Philip, fails to notice Whiplash sneaking into the palace grounds to steal the King's Ice Raider. He-Man stops Whiplash just in time, but King Randor relocates Philip to the Eternian Weather Station to improve his responsibilities. Skeletor, determined to get hold of the Ice Raider, consults his agent in the North, Icer, and orders him to take over the Weather Station. Icer has no trouble in taking over, and before long weather disasters are occurring all over Eternia.

Orko runs away, thinking his friends don't really like him. The Sorceress solves his problem, but on his way back to the palace he is captured by Skeletor, who puts him under a spell to reveal the riddle of the jaw bridge. Skeletor uses this riddle to break into Grayskull, and The Sorceress must defend the castle while He-Man tries to free Orko.

Fisto tells a young boy the story of how he was once a bad guy, terrorizing the forest.

The circus is coming to the kingdom, much to the excitement of Orko, who wants to become a circus performer. Skeletor, enraged that the circus wouldn't come and perform for him at Snake Mountain, sends Evil-Lyn and Beast Man to cause enough ruin to see that it never opens, so that he can take it over himself and be entertained by it whenever he likes...

Orko is visited by his old friend (yes, <I>old</I> friend, in spite of the title) Squunge, from the Academy of Magic on Trolla. Squunge has a knack for telling wild lies and tall tales, and quickly begins to annoy Orko and his friends with this habit. Then Orko winds up being captured by an intergalactic criminal called the Slave Master, scouring the universe for powerful slaves- will Squunge be able to convince the others that he's not lying this time?

An evil dragon called Morning Star hopes to resurrect the age-old war between the dragons and humans on Eternia. He extinguishes the Dragon fire, that powers Granamyr's kingdom, and blames it on the humans. War is declared between the humans and dragons, and He-Man is sent on a mission to recover the dragon fire and put and end to the war.

A chess-playing nobleman called Lord Todd, from a far-off land, visits Palace Eternia and instantly charms and astounds the Royal Family with the wonderful gifts he provides them, and his incredible skill at chess. To repay King Randor for allowing him to visit, he offers to take Teela on a tour of his own home- the far-off Castle Star. The two of them depart together. However, things turn disturbing when Man-At-Arms is called to Grayskull by The Sorceress, who tells him that a great evil has arrived on Eternia from another dimension... and it has taken its base nowhere other than Castle Star.....

When Orko messes up several attempts to help his friends prepare for the King and Queen's wedding anniversary, he decides he is useless and runs away from the palace with Cringer. He-Man, Teela and Man-At-Arms begin to search for him, to get him back and convince him that they love him as he is.

He-Man and company race to recover the Ancient's Book of Spells from it's long-lost hiding place. Skeletor learns of its existence and seeks to take it for himself.

As the heroes visit the planet Phantos, Evil-Lyn kidnaps Teela, Man-At-Arms and Orko, and takes them to Snake Mountain, where she shrinks them using a Reducto-Ray. He-Man goes to rescue them, but finds them placed in a trap which will either shrink him or kill them if he uses mere brawn to save them. So he realises he must use his brain to solve the problem- and since Teela has been complaining that Adam is lacking in brain power, he decides to do the job as Adam.

Man-At-Arms has managed to make contact with a peaceful alien being called Om, hovering above Eternia. When Om is being welcomed by the people of Eternos, Skeletor invades the city with General Tataran and the Goblin Army. A fierce battle follows, and Om is confused by the way the two sides fight against one another, as his race knows no violence. So to see which side is wiser and stronger, Om selects He-Man from the side of good, and Skeletor from the side of evil, and pits them against one another in a fight to the finish.

Skeletor captures King Randor, Prince Adam, Teela, Man-At-Arms and Orko, intending to attack the Palace and take over Eternos City. Since Adam is unable to become He-Man when in Skeletor's clutches, only one person is able to save them... Queen Marlena, as pilot of the Rainbow Explorer, the ship which brought her from Earth to Eternia. Using her amazing pilot skills she leads a fleet towards Snake ountain to rescue Skeletor's captives.

When Orko finds out that Adam's visiting cousin, Prince Dal, doesn't think Eternos is as magical as his own home kingdom, he gives Prince Dal a pretty rock and tells him that its called the Star Crystal and that it will protect anyone who has it. Prince Dal believes the lie and steals the rock from Orko later to bring to his father, who is fighting a war against the Torks, thinking it will make him invincible.

The Sunstone, which is held within the Temple of the Sun, is running out of power and must be recharged, in The Ceremony of the Sun, which takes place once a century. The Sunstone's keepers invite He-Man and his companions to the ceremony, but on the way they face trouble from Negator, who wants the Sunstone's power for himself, and even more inconveniently a Trollan called Prankster who is deliberately making a nuisance of himself and will only go home if they can guess his name.

An ancient temple is found within Mount Eternia, and when investigating it, Orko accidentally unleashes The Energy Beast, a powerful electrical demon that once ruled Eternia. He-Man, Man-At-Arms and Teela must drill into the mountain to find the Gold Chamber, which contains the magic needed to control the Energy Beast, before it is too late. But they also face trouble from Skeletor, who is hoping to strike a deal with the Energy Beast himself.

The Sorceress realizes her old enemy Morgoth is attempting to return to Eternia. She decides to make a stand and tells He-Man how her first battle against Morgoth caused her to take up the mantle of Sorceress of Grayskull.