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ADAM: And the Masters of the Universe.

(THEME MUSIC PLAYING)

I am Adam,

Prince of Eternia and defender of the secrets

of Castle Grayskull.

This is Cringer, my fearless friend.

Fabulous secret powers were revealed to me

the day I held aloft my magic sword

and said, "By the power of Gray skull..."

CHORUS: (SINGING) He-Man

"...I have the power!"

(ROARING)

ADAM: Cringer became the mighty Battle Cat

and I became He-Man,

the most powerful man in the universe.

Only three others share this secret,

our friends the Sorceress, Man-At-Arms and Orko.

Together, we defend Castle Grayskull

from the evil forces of Skeletor.

(LAUGHS)

CHORUS: (SINGING) He-Man

MALLEK: Oh, guards.

GUARD: Who's out there? Identify yourself.

(CLANK) Don't be alarmed, men. It's me.

Mallek.

Forgive us, wizard, but with all the strange things

that have been going on... I understand.

None of us can be too careful when it comes to

guarding the Fountain of Life.

It's been quiet tonight so far.

MALLEK: Let's hope our luck holds out.

The evil wizard Kothos will stop at nothing

to get the Fountain's magic waters.

I hope my powers will be enough to stop him.

(GLASS BREAKING) The Fountain!

(SHRIEKING)

It's one of Kothos' demons.

(LAUGHING)

Back, demon, to the Netherworld

where Kothos summoned you.

Are you all right? Yes.

But Kothos' attacks are getting stronger.

I'll need help to defend the Fountain,

and I know just who to call.

TEELA: Mallek. Oh, how nice to hear from you.

How is everything on Stone Mountain?

I've left Stone Mountain for awhile, Teela.

I'm serving as Magical Guardian

at the Fountain of Life.

At Aridon, in the desert, why?

The wizard Kothos has sworn to steal

the Fountain's magic water.

Without the Fountain, the city will die.

It seems you could use some help.

if you and He-Man could come to Aridon,

we might stand a chance against Kothos.

As soon as I can contact him, we'll be on our way.

Could you get in touch with He-Man for me, Father?

Well, I think that could be arranged.

I'll get ready.

You ready for a trip to the desert?

Well, I will be as soon as I do this.

By the power of Gray skull.

CHORUS: (SINGING) He-Man

CHORUS: (SINGING) He-Man

I have the power!

HE-MAN: Duncan, I'd like you to stay here for awhile.

If things get out of hand,

I'll need you for a backup team. You've got it.

CHORUS: (SINGING) He-Man

Hmm, so that young pup, Mallek, is calling in reinforcements.

(SNORTS) If it pleases you, Master,

my troops will blast the ship out of the desert sky.

No, Commander. I shall deal with them myself,

in my own way.

SKELETOR: My spies in the desert tell me that fat fool, Kothos,

is after the Fountain of Life.

I've long sought the powers of the Fountain myself.

By drinking its waters, I could become all-powerful.

You two will go to Aridon and steal The Fountain

before Kothos can get it.

Oh? And what's to stop us from taking the Fountain

for ourselves, Skeletor?

This.

Any more questions?

(LAUGHING) Well, then, let's get trucking.

CHORUS: (SINGING) He-Man

MALLEK: Thank you for coming, my friends.

Every day, Kothos' attacks grow stronger.

Why is this Fountain so important to him?

MALLEK: Its magic water has great power, He-Man.

Kothos would risk anything to steal it.

He-Man has come all this way expecting trouble.

Well, far be it from me to disappoint him.

Go, my desert borne servant.

Defeat He-Man and take the Fountain.

(ROARING)

(FOOTSTEPS POUNDING)

(ROARS)

You two stay and guard the Fountain.

So that's your trick, eh?

Soft one minute and solid the next.

Make sure He-Man doesn't win, CIawful.

I'm going after the Fountain.

Stop. What do you want here?

I want you to sleep, young wizard.

By the time he wakes up,

I'll be halfway back to Snake Mountain.

Ah, there it is.

Mine for the taking.

TEELA: I wouldn't be too sure of that.

EVIL-LYN: Teela!

You won't stop me now!

(ROARING)

Now that you've turned soft again,

I wonder how you'd like a little sandstorm?

(BLOWING)

That takes care of Kothos' playmate.

Now to get back to the temple.

CLAWFUL: That's what you think, He-Man.

Kothos.

CHORUS: (SINGING) He-Man

You can't dodge my magic bolts forever.

Maybe not, but I can keep you busy until help comes.

(RUMBLING)

The temple!

(RUMBLING) (CRACKING)

You evil witch! What are you up to?

This is none of my doing.

How is this possible?

TEELA: Don't ask me. You're the one with the magic.

EVIL-LYN: Impudent fool.

I'll finish with you right now.

KOTHOS: Ladies, please. No fighting.

EVIL-LYN: So you're behind this.

(LAUGHING) It seems that Skeletor must also

have wanted the magic fountain

if you are here, Evil-Lyn.

You set this temple down at once, or I'll...

You'll do nothing.

(CRIES OUT)

You'll pay forth at.

My powers! What have you done? They're gone.

I couldn't risk you harming me,

so I magically placed them in this gem.

I'll just hold them for safe-keeping

until I can add them permanently to my own powers.

You wouldn't dare!

And now, ladies,

we come to our parting of the ways.

Fare thee well, for we shall not meet again.

This is all your fault.

I'm powerless and stranded in the middle of the desert.

In case you haven't noticed, I'm in the same fix.

Now the way I see it, we have two choices.

One, we can sit here arguing, or we can work together

to get ourselves out of this wasteland.

Um, me, I'll take choice number two.

All right. A truce then.

But only till we get out of the desert

and I get my powers back.

TEELA: Maybe He-Man saw what happened and will find us.

EVIL-LYN: He-Man. I don't think so.

What do you mean? He has his hands full right now.

With CIawful.

CHORUS: (SINGING) He-Man

(CLAWFUL LAUGHING)

CIawful.

CLAWFUL: Come and find me, He-Man.

(CLAWFUL LAUGHING)

Right about you, hero.

(LAUGHING)

He-Man is finished.

Guess again, lobster lips.

I don't know what you're doing away from Snake Mountain,

but you don't have to stay on my account.

Hey, hey, let me out!

I'm just wrapping you up so you'll be safe

on your long trip home.

CHORUS: (SINGING) He-Man

It's been hours,

and not a word from CIawful or Evil-Lyn.

I wonder what kind of progress they are making.

(LOUD CRASH)

I had a little trouble with He-Man in the desert, Skeletor.

But everything's fine. Oh.

Evil-lyn had better not fail me as well.

CHORUS: (SINGING) He-Man

Come on. We have to keep moving.

It's impossible.

I can't go on in this heat. I need water.

I guess you've had to rely on your magic for everything.

Oh? And I notice your warrior skill

does you a lot of good in the desert.

Yes, as a matter of fact,

I can put my training to very good use out here.

Wait, we had a truce. A truce.

TEELA: You don't trust anyone, do you?

These plants store their own water.

I learned that in survival training.

Oh, I thought you meant...

It doesn't matter what you thought,

Get your water and let's go.

CHORUS: (SINGING) He-Man

All set? Yes, He-Man.

But we must hurry.

AIready the city is drying up without the Fountain.

Here come my friends. We can leave right away.

We came to help, He-Man.

That is, if we don't get sunstroke out here first.

I'll help you beat the heat, Cringer.

(ROARING)

That's better.

Kothos will undoubtedly take the temple

to his stronghold in the mountains.

We'll have to travel all night to get there.

HE-MAN: Well, then that's where we're headed.

(FIRE CRACKLING)

You see?

Even without magic, I'm not totally helpless.

I never said you were.

Actually, you're pretty resourceful.

Why do you waste your time fighting for Skeletor?

I have no loyalty to Skeletor.

It's his power I want. Someday,

I'll seize it from him,

and then all Eternia will feel my might.

You know I'll have to stop you.

I know you'll try.

Too bad really.

We make a nice team, you and I.

In a strange way... We do.

(GROWLING)

Those scavengers are getting closer.

Don't worry.

Just keep moving and they won't hurt you.

Fortunately, I know all about these beasts.

In fact, I've studied the habits

of every vicious creature on this planet.

TEELA: Takes one to know one, I guess.

(GROWLING) Look!

They're going away.

Yes, that's what worries me.

(ROARING)

EVIL-LYN: A sand devil!

Run!

(ROARING CONTINUES)

Help!

Come on. Help me push.

(ROARING) (CRASHING)

Thank you.

When that monster grabbed me,

I thought I was done for.

We're partners, aren't we?

(SNORTS) Commander, over here.

EVIL-LYN: Those are ork guards.

If they're out here,

we can't be far away from Kothos' stronghold,

and I think I know how we can sneak inside.

CHORUS: (SINGING) He-Man

Commander, I found these at the base of the plateau,

and next to them were the tracks of a sand devil.

(SNORTS) Kothos will be interested in this. Let's go.

KOTHOS: Hah. So this is all that remains of Teela and Evil-Lyn.

The sand devil didn't leave much else, Master. (SNORTS)

What a pity. A tragic way to go.

But at least Evil-Lyn's power will live on in me.

(LAUGHING EVILLY)

EVIL-LYN: Sorry to spoil your plans, Kothos,

but I'm taking this back.

We followed your guards, wizard.

They led us right to your door.

Get them, You fools!

EVIL-LYN: That was a good sneaky idea you had.

Oh, I wish I had thought of it.

Hmm. Coming from you, I'll take that as a compliment.

(CRASH)

We're here to even the sides, Kothos.

Once I drink the Fountain's magical water,

I'll be mighty enough to finish you all!

I'll go after him. We have a score to settle.

Evil-Lyn is fighting on our side?

Sort of. But right now, let's worry about those goons.

(SNORTING)

(ROARING)

Yikes!

Put her there, pal.

Let He-Man waste his energy on my ork guards.

I'll show him what real power is.

No, Kothos, I'll show you! KOTHOS: Evil-Lyn!

You are a nuisance, woman,

and one which I shall rid myself of forever.

As usual, wizard, you talk too much

and act too slowly.

(SPEAKS SLOWLY) What have you done to me, witch?

I've become a sand slug.

(LAUGHS)

I only turned back the spell you planned for me.

Actually, Kothos,

I think it's quite an improvement.

(LAUGHING)

(CRASHING)

(RUMBLING)

(SIGHS) What happened?

We found you badly wounded after your battle with Kothos.

After I transported the temple back to Aridon,

we used just enough of

the Fountain's water to heal you.

You did that after I tried to steal it from you?

The Fountain was meant to save lives, Evil-Lyn.

Even yours.

HE-MAN: Well, how's the patient doing?

EVIL-LYN: Oh. I'm fine, He-Man.

As you'll sadly learn the next time we meet.

I guess that means you'll try to take the Fountain again.

I've had enough of fountains and you to last a lifetime.

If this temple interests Skeletor so much,

he can just come and get himself!

Farewell, partner.

Our truce is over.

(EVIL-LYN LAUGHS)

She left the temple without a fight.

I can't believe it.

Mallek, I think that's the closest

Evil-Lyn will ever come to saying thank you.

I've been in a number of difficult situations,

but none of them were tougher than

trying to get along with Evil-Lyn.

And yet, i've found that

if you make the best of a bad situation,

you can come out a winner.

So when things go wrong,

instead of feeling sorry for yourself,

try to work it out.

With a smile.

You might surprise yourself

when you see how well it works.

Until next time.

(THEME MUSIC PLAYING)