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!

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As the Snake Men prepare to awaken Serpos, new trouple is already brewing in Eternia. Evil-Lyn has allied herself with Count Marzo, and together they head towards the Well of Darkness to free Hordak from Despondos! Learning from Kobra Kahn of Marzo's plan, King Hssss and his Snake Men must abandon Serpos - for a time - in order to prevent the release of Hordak. Caught between two forces of evil, He-Man and the Masters must make their stand against the Snake Men even while thwarting the release of the ancient leader of the Horde...

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The Masters are called to Spelea, where they discover Lord Dactys and his warriors defending themselves from a Caligar attack. While King Randor mediates a truce between Lord Dactys and Ceratus, the Snake Men take advantage of the distraction to enter the Temple of Serpos, intent on awakening the Guardians of Old...

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The Masters of the Universe have won a great victory in driving the Snake Men away from the Mystic Mountains. Entering a local tavern in search of rest and refreshment, Man-At-Arms comes face-to-face with his estranged brother, Fisto. Old grievances rise to the surface, and Man-At-Arms accuses his brother of being a deserter during the Great Unrest. But this moment is soon interrupted as Buzz Off and Stratos discover that Webstor has eaten Ambrosia and has transformed him into a large spider-creature with incredible power! When the Masters are trapped by Webstor, Fisto is called into action...

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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....

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The Masters of the Universe learn from Lord Dactys that King Hssss and his Snake Men are alive and well and are attempting to retrieve the powerful Serpent's Ring from the Sea of Rakash. Immediately, the Masters set off in pursuit, catching up with King Hssss and his henchment at the village of Felis Folia. With the Serpent's Ring now in his possession, King Hssss has already transformed the villagers into Snake Men, and does the same to the Masters when they arrive. It is up to He-Man, Roboto, and Orko to stop King Hsss form turning everyone on the planet into snakes!

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When mysterious power outages wreak havoc across the planet, Queen Marlena's aircraft loses powre and goes down over the Cooridors of Lithos. Meanwhile, back at the Royal Palace, a being named Sortech has come to ask for help against an attack by Skeletor. In exchange for this aid, Sorteck offers a suit of Battle Armor. He-Man agrees to help the alien, sending Battle Cat to help King Rnador in the search for the missing Queen. He-Man and Sortech reach the alien's lair just as Skeletor, also clad in a suit of Battle Armor arrives to wreak his havoc...

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Exposed for the traitor she is, Evil-Lyn now flees from Skeletor and his Evil Warriors! Realizing that Evil-Lyn stands no chance on her own, her father, the Faceless One, petitions the Masters for help. He tells of an unnamed living being by whose sacrifice Skeletor intends to unleash upon Eternia the untol evil forces trapped within the Forsaken Realm. Arriving at the Pool of Shadows to foil Skeletor's plan, He-Man is shocked to learn that this sacrificial lamb in none other than Evil-Lyn...

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Having seized control of Snake Moutnain, the Snake Men now seek the power of the Elders. Allying herself with King Hssss, Evil-Lyn reveals that the power he seeks lies within the walls of Castle Grayskull. He-Man and Zodak arrive just in time to witness King Hsss and Evil-Lyn using their combined powers to enter the castle! He-Man battles the hordes of Snake Men and Zodak confronts King Hssss, who has poisoned the Sorceress with his deadly venom...

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Desperate times call for desperate measures; in an effort to prevent the return of the Snake Men, the Masters of the Universe seek a temporarily alliance with the Evil Warrirors. Skeletor agrees to join his forces with theirs, but then ambushes the Masters when they arrive. With the Masters and the Evil Warriors preoccupied by their own battle, Kobra Khan and Rattlor are able to make their way to the Void within Snake Mountain, freeing their ancestral allies: Tung Lashor, Sssqueeze, Snake Face, and the leader of the Snake Men, King Hssss!

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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...

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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...

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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...

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