Skeletor's new pet Grr finds a giant crystal hidden in the moon of Nordor that grants great strength for a limited period. He-Man travels to Nordor alone to face his old enemy and destroy the crystal.
Adam of Grayskull is accused of treachery after the Mutants attack a training group near Titus. He refuses to reveal his secret identity and so faces 18 Telks on the Prison Moon unless he can somehow unmask the real traitor.
Skeletor has the Mutants destroy Primus' Trifusium Generator, knowing that He-Man will have to travel to Denebria to obtain Trifusium Crystals in Gorn City. Hydron and Flipshot are excited to use an old Starship for their trip.
He-Man wants to infiltrate the Mutant's headquarters, and turns himself into a mutant using the Scientists' new Mutator machine. But in doing so, he loses his identity and soon joins Skeletor's side, who renames him 'Cruncher'.
Adam and Mara break Master Sebrian, Hydron and Flipshot out of the Evil Mutants' prison (with a little help from He-Man). However, Skeletor has hidden a Micro-Com in Sebrian's robes to track them to their secret hideout.
Skeletor and Flogg try to enlist a chameleon like gladiator named Dreadator to join the Mutant Space Force. Dreadator becomes obsessed with defeating He-Man, the greatest warrior in the Tri-Solar Galaxy.
Skeletor demands that He-Man surrenders himself, or the Mutants will use the tractor beam on their Mothership to pull the floating city of Levitan into space.
Adam helps Hydron and Flipshot rescue a young alien girl named Vadora, who has lost her home and parents to the evil mutants. Werban becomes her guardian, but all is not as it seems.