After many years of peace on the planet Eternia, the Mystic Wall that has held evil back for so long begins to weaken. As the Royal Palace celebrates the sixteenth birthday of Prince Adam, Skeletor and his Evil Warriors finally succeed in destroying the Mystic Wall. Adam's mentor Man-At-Arms takes the teenage to the mysterious Castle Grayskull where a being known only as the Sorceress explains the history of evil on Eternia, and the very special destiny that awaits Adam...

Prince Adam arrives on the battlefield in the Evergreen Forest to witness the Defenders of Eternia facing defeat at the hands of Skeletor's Evil Warriors. Skeletor and Beast Man take to the skies on their Griffins with King Randor as their captive. After witnessing all of this, Adam hurries back to Castle Grayskull where he seeks out the Sorceress and openly accepts his destiny as He-Man...

The tide of battle turns in favor of the heroes with the arrival of He-Man. With the Evil Warriors at bay, the most powerful man in the universe approaches the heroes and dubbing them the "Masters of the Universe." Leaving the Masters of the Universe to once again battle the Evil Warriors, He-Man and Battle Cat race across Eternia in an effort to save King Randor from Skeletor...

Wanting to prove himself, Price Adam believes He-Man may not be needed if he steps up in battle. Meanwhile at Snake Mountain, Skeletor tells his Evil Warriors that He-Man's sentimentality is his weakness and orders the capture of Adam in order to lure out He-Man into a trap. When Adam is captured by the Evil Warriors he is separated from the Sword of Power, which is sent back to the Royal Palace. Realizing the true urgency of the situation Orko and Cringer journey to Snake Mountain to save Adam...

After suffering yet another defeat at the hands of the Masters, the Evil Warrors retreat back to Snake Mountain where Evil-Lyn suggests turning the heroes against one another. As Ram Man peacefully fishes on a lake, the boat is hit by a large tidal wave. When Ram Man awakes, Sersi the Siren stands over him telling him that whenever he hears her song he will obey her every command. Little does Ram Man know that Sersi is actually Evil-Lyn in disquise!

Injured during a battle with the Evil Warriors, an unconscious Teela is taken to Castle Grayskull by Man-At-Arms and receives a blood transfusion from the Sorceress. Recovering at the Royal Palace, Teela discovers she now has telepathic powers and subsequently many questions for her father, questions that could lead her to the truth that she is not yet supposed to learn...

On Orkas Island, Dekker, the former teacher of Man-At-Arms, is looking forward to a visit from his former pupil. News of the meeting does not go unheard and Dekker is captured by members of Clawful's species. Arriving on the island, Man-At-Arms, Teela, and Prince Adam begin to suspect that there is something wrong when Dekker does not meet them and they see signs of a struggle...

In a remote area of Eternia, the Evil Warriors are all captured by the Masters of the Universe, and event witnessed by Skeletor with some glee. With the Eternial state of high alert no longer in force, the Masters take a long-deserved break. Their leisure time is cut short when disturbances occur across the planet. When each of the Masters investigates, he or she vanishes. It soon becomes apparent that Skeltor has assembled a new group of warriors, The Council of Evil!

He-Man and Battle Car are overpowered by Skeltor's newly formed Council of Evil, but manage to escape capture by transforming back into their other selves. Alongside Teela, they attempt to free the Masters, but fail with Adam losing his Sword of Power in the process. An injured Prince Adam and Cringer journey back to Castle Grayskull when they realize Skeletor is on his way to conquer it. The pair stand in defense of the castle as the Council of Evil and the escaped Evil Warriors arrive in Force!

The Council of Evil and the Evil Warriors prepare to attack Castle Grayskull. Despite Prince Adam's best efforts to stop them, he is blasted into the abyss. Luckily, Orko finds him and hands over the Sword of Power. Emerging form the infinite hole as He-Man, he engages the Council of Evil and the Evil Warriors in a mighty struggle. Just as the combined magic of Skeletor, Evil-Lyn, and Count Marzo threaten to overwhelm He-Man once and for all, the Masters of the Universe arrive on the scene...

The newly formed Eternian Council arrives at the Royal Palace for their inaugural meeting. Skeletor realizes that this council can dramatically alter the balance of powr on Eternia and, on the advice of Beast Mat, launches a Serpintaur attack against them. When the masters see dragons flying overhead and lean that even more Sepintaurs are being rounded up at Snake Mountain, they enlist the aid of the Dragon Walkers to form a dragon army of their own...

Teela finds herself drawn to a village called Pelleezeea, where she falls from her Sky Sled, she awakens to find that she is in the company of small creatures, Peeleezeeans, who believe her to be someone of great importance from their past. However, evil forces are also gathering around the peaceful village. The Sorceress reveals to Man-At-Arms that Teela is in grave danger, even as she comes closer to the truth about her destiny...

Adam has a dream in which he sees a warrior similar to He-Man fighting both Hordak and the Snake Men. Plagued by questions raised by this dream, Adam journeys to Castle Grayskull seeking answers from the Sorceress. The Sorceress answers with the story of King Grayskull. Meanwhile, events foreshadowed by the dream being to unfold as Hordak orders Skeletor to his former sanctuary, where he can free Hordak from Despondos....

Using the power of the Medallion of Serpos, King Hssss transforms Snake Mountain into the mighty snake god, Serpos! Serpos begins to cause great destruction on Eternia, beginning with a vicious attack on the Royal Palace, then turning his attention on Castle Grayskull itself. He-Man and Zodak must combine forces to save the Masters and stop King Hssss from ruling all of Eternia!