If they were not a representation of pure evil the Horde Troopers might have been admirable soldiers. They continued to march on non stop, pausing only to attack and decimate anything or anyone directly in their path, but not deviating from their ultimate goal. Despite the fact that Hordak and all his top warriors had vanished from their ranks, the armored soldiers continued to advance across Eternia at an unnatural pace guided by no one but a few of the Horde mages who, in truth, were simply floating along above the masses with their arms outstretched. Their hands glowed slightly but otherwise they appeared to be doing nothing at all.

The troopers spoke not a word, nor did they react to anything those they attacked said. In fact they seemed to pay little regard to anything beyond knowing when a structure was destroyed or an adversary was slain and moving on. What's more was the unbelievable pace at which they had already crossed from the dark hemisphere well into the light in only a few hours. They had not stopped to rest once and yet they showed absolutely no sign of fatigue.

"These guys aren't human," a young Royal Infantry Officer said as he stared at the approaching army.

"No one ever said they were," Buzz-Off replied next to him.

"Cut the chatter," RIO Blast snarled. "It doesn't matter who these guys are or where they come from. We need to stop them before they get any further."

"Indeed," Stratos agreed. "If Man-At-Arms' calculations are correct- and they almost always are- the Horde is on a direct line for Castle Grayskull."

"And at this rate they'll be there before nightfall," Hawk added.

"Our task is only to slow them down while the others fortify the castle grounds," RIO Blast said. "But frankly I'm all for putting an end to it here and now." He turned to his men and began barking orders. "RIO Flight, I want you to go with the bird men and provide air support. RIO Speed, take a squad, circle around and try to flank them from the side."

"You got it sir," RIO Speed nodded.

"And watch yourself kid, I don't want to have to tell that sister of yours we lost you."

"I know," RIO Speed laughed, "I'll take an army of enemy soldiers over a pissed off Reina any day!"

RIO Blast smiled and turned his attention back to the advancing Horde Troopers. Activating his multiple guns he gave the order. "All right, let's show these creeps what the Royal Infantry is made of!"

The entire infantry let fly with an impressive display of firepower that normally would have been overwhelming to an opposing army. That was actually one of the reasons the Royal Infantry was not used as often as the Royal Guard. Their raw power was considered something of an overkill.

Now however they were not even making up for limited man power. It seemed, despite being countless years old, the Horde Trooper's armor was composed of an alloy that was highly resilient. Though they would often be knocked down by the impact, the troopers simply stood up again and continued marching on. Luckily, because they came from such and ancient time, the troopers had no guns of their own to return fire. But it was only a matter of time before they would be close enough to engage in direct combat.

RIO Speed realized this and decided to jump the gun on the matter. His attempt at flanking the enemy was not proving effective. Ignoring the warning calls of his companions, he drew a sword and charged headlong into the troopers swinging like a madman and darting from one target to the next. He would deliver a devastating blow then quickly moving on to the next attacker without even bothering to ensure his previous assailant was down for good. The breakneck pace at which he moved, struck, and dodged made it instantly clear how he had earned his nickname of Speed.

However, RIO Speed really should have been paying at least some form of attention to the troopers he had already dealt with as they were now rising and moving in on him from behind. It would have been the end for the young soldier had he not had someone unexpectedly guarding his back.

"Watch it!" Sweet Bee shouted, dropping from the sky in a dive bomb attack that slammed the Hordesman into the ground before it could strike. Before the trooper could recover she grabbed it, lifted it above her head and threw it into a group of other troopers slamming them all down.

RIO Speed gaped at her display of power. "Wow! You're pretty strong, girl!" And pretty cute, he added to himself. He was right on both points. Sweet Bee had inherited her mother's looks and, despite a few insect like features such as her antennas and wings, she was quite attractive. But her small frame held a deceptive secret. Although being half human prevented her from consuming ambrosia to increase her power, Sweet Bee was still half Andrenid and as such she was able to lift twice her own body weight.

Sweet Bee grinned at RIO Speed's compliment. She would never be as strong as a full blooded Andrenid, and that was something many members of the colony would never let her forget. Therefore, though she was not egotistical, it did her good to have someone praise her abilities.

Her happiness was short lived however as the Horde Troopers continued their assault and she and RIO Speed were now caught in the middle of their ranks, cut off from the rest of their allies.

A Horde Trooper lunged at her so suddenly Sweet Bee barely had time to react. She manged to grab its weapon with one hand and prevented it from striking her. Her other hand she quickly placed against its head and shoved back with such force that she should have broken the trooper's neck or at least knocked its helmet off. In a way both happened, and at the same time neither did.

Sweet Bee gasped in shock at the sight before her. The trooper stood before her decapitated, a blank space where its head should be. Its helmet was in her hand, but it was empty and with no trace of blood. She glanced to the ground but there was nothing there. No sign of the missing head anywhere.

Sweet Bee looked back at the trooper and, gathering her courage, peered down into its body armor in the off chance that it had somehow drawn its head in like a turtle. Instead she saw nothing. Literally nothing. The trooper before her was nothing but a vacant suit of armor.

Breaking free from her attacker, Sweet Bee flew up and hovered about a foot above the heads of the troopers to get a better view of the masses. Now that she was close enough to get a good look (and was actually taking the time to examine what she saw) she noticed that several of the troopers had holes in their armor indicating injuries that should have been incapacitating if not fatal, But they were continuing on unaffected. There was not even a trace of blood in any of their wounds.

RIO Speed was taking note of this as well and was equally shocked. Putting it to the test he deliberately grabbed a trooper's helmet and ripped it off but again there was nothing. What's more removing the helmet was apparently not the same as removing the soldier's head because the remainder of the armor continued to come at him.

The young soldier stabbed his sword down the neck hole of the armor and thrust it around violently. Suddenly he could tell he had hit and broken something. The Horde Trooper stopped moving and collapsed at his feet as though dead. As it hit the ground what had broken fell out of the armor in pieces. It was a rib bone. No other bones were present in the armor and judging by the aged look combined with the cobweb that encrusted it, the rib's owner had been dead for quite some time.

The Royal Infantry had faced Skeletor's bone warriors before but this was something different. Neither RIO Speed nor Sweet Bee knew what was going on or how to counter it. The best course of action became quickly apparent.

"I think it's time to bid a tactical retreat," Sweet Bee said as she swooped down and grabbed hold of RIO Speed's arms.

"Agreed," he said realizing what she was doing. He took hold of her arms for extra support as she lifted him up and flew the both of them away from the enemy that was looking more and more undefeatable by the moment.


There was not much light in this part of the Fright Zone. The area was densely forested and just beyond an eerie fog covered everything. However that changed abruptly when a ball of light flickered in. A flash later and the light was gone again leaving the trio of Glimmer, He-Man and Evil-Lyn in its wake. Glimmer let out a gasp as if she had been holding her breath and nearly collapsed. Fortunately He-Man managed to catch her.

"What happened?" Evil-Lyn asked looking around. "Where are we?"

"If I aimed right," Glimmer said slowly, her voice sounding weak, "We should be considerably closer to our destination and, more importantly, far away from the Beast Monster."

"So you did teleport us," He-Man said. "It felt so different I wasn't sure what was happening."

"If you have the ability to teleport us why didn't you say so sooner!?!" Evil-Lyn snapped. "We could have just gone straight to the tear instead of waisting our time nearly getting killed!"

"First of all," Glimmer groaned, "As I said before, I've never tired to teleport anyone other than myself before. I wasn't sure if I'd be able to do it so I wasn't going to chance it unless absolutely necessary. Second, in case you didn't notice, it took everything I had just to move us this far!"

He-Man helped Glimmer over to a boulder sitting nearby and, after carefully prodding it and making sure it wouldn't try to devour her, sat her down to rest. After taking a few deep breaths she continued.

"The kind of teleportation that the Horde used to send us here involves essentially bending space to form a quick bridge between two points and stepping across it. I can't do that, but what I can do is use my powers to turn my body into a beam of light and move with the speed of such."

"I see now," He-Man nodded. "You didn't know if your powers would affect us or not."

"Right," said Glimmer. "It's a big enough strain on my own body. I wasn't sure if I'd be able to rematerialize us. But when the alternative was being lunch, I decided it was worth chancing. Thankfully my gamble payed off."

"That still doesn't explain why you didn't take us all the way to the tear now," Lyn scoffed.

"Weren't you listening?" Glimmer snapped. She started to stand up to confront Lyn but staggered a bit and sat back down putting her hand to her head. When the dizziness passed she looked up. "I already told you, it took everything I had to move us this far. While it's true you can cover a lot of ground moving 186,000 miles per second, I can only maintain that speed and form for a fraction of a second. Moving all three of us has left me totally drained."

"Don't worry about it," He-Man said. "You did a great job. You've earned a rest."

"I think not," Evil-Lyn scoffed. "I stand by my earlier statement. I told you I wasn't going to wait for anyone and so I'm not."

"What is with you?" He-Man shouted. "Glimmer just saved your life, again, yet you show no sign of gratitude. The least you could do is give her a chance to recover her strength."

"It has nothing to do with a lack of gratitude or personal feelings," Evil-Lyn said unconvincingly, "I'm simply being practical. Every moment we waste here is a unknown amount of time Hordak is using to tighten his grip on Eternia. On top of that, the Beast Monster is undoubtedly still on the hunt and we need to keep as much distance between us and that abomination as possible. Not to mention all the other bloodthirsty creatures that are lurking about. The plain simple fact of the matter is there is no time to waste. I cannot afford to wait for anyone unable to take care of themselves."

Evil-Lyn turned and began walking away leaving the two of them behind. However she only got three steps before an enormous fly trap like plant pod dropped out of the tree above and snapped shut around her before she had time to react. He-Man calmly pulled out his sword and sliced the pod open spilling her out, dripping with plant juices and looking completely shocked.

"What was that you were saying?" he smiled. "Something about not waiting for anyone who can't take care of themselves?"

Evil-Lyn sneered at his smart-ass sarcasm and spat, "That's right. We can't afford to wait." He-Man crossed his arms and stared at her firmly until she added, "So you'll just have to carry the girl until she's strong enough to walk again."

"That's what I thought," He-Man nodded, bending down so Glimmer could climb on his back.


"I'd really rather not be doing this," Teela moaned.

"I'm not too happy about going to him either," Man-At-Arms agreed. "But we need as much help as we can get, and while I can't speak favorably about his personality, Zodac is still our ally."

"That's debatable," Teela muttered under her breath. In spite of his help in the past and the fact that it was Zodac who had ultimately defeated King Hiss, Teela could never forgive the fact that Zodac had allowed the Snake Men to be freed from the void in the first place.

Dozens of lives had been lost as a result. Not only soldiers in battle, but innocent villagers had suffered and died. Reports of missing people had seen a drastic increase during that time and Teela was positive most of them had wound up as King Hiss' meals. And then there was the devastation wrought by Serpos. None of it would have happened if it were not for Zodac and no matter what anyone -even He-Man- said, in Teela's eyes he was no better than the villains themselves.

As they entered Zodac's retreat the heroes found him sitting cross legged in the middle of the room, his eyes closed as though in deep meditation. Man-At-Arms hesitated a moment, but when the Cosmic Enforcer made no sign of acknowledging their presence he politely cleared his throat and began.

"I'm sorry to intrude Zodac but..."

"You have come to seek my aid in fighting Hordak," Zodac finished without moving or even opening his eyes.

"Yes," Duncan nodded. "We have little time. The Horde is heading for Grayskull and He-Man has been taken from us. Your assistance could mean the difference between victory and defeat."

"Perhaps," Zodac said. "but I am afraid I am unable to help you."

"I knew it," Teela growled. "His enemy's dead so he doesn't need to fight anymore."

"Teela please," Duncan interjected. "Zodac, I can't force you to help us, but Eternia is in dire need of fighters of your caliber."

"I understand" Zodac said in a calm tone that seemed devoid of emotion. "I pray to the Elders for your success in defeating your foe. But I say again, I am unable to help you."

"We're wasting our time here," Teela snapped, turning to leave. "Zodac only fights when it suits his personal desires. He cares nothing for the rest of Eternia."

"You are wrong," Zodac said, finally opening his eyes. "It is for the sake of Eternia's welfare that I must stay out of this conflict."

"What are you talking about?"

"I did not say I did not wish to help you," Zodac explained, "I said I was unable. Years ago a pact was made between Hordak and the Cosmic Enforcers. Because of this, I am strictly forbidden to take up arms against him. Were I to break that agreement in order to aid you, it would bring the fury of the Cosmic Enforcers down upon all of Eternia. The result would be far more devastating than any damage the Horde may do."

"Why would the Cosmic Enforcers make a deal with the Horde?" Man-At-Arms asked.

"That is a matter I do not discuss," Zodac said firmly. "I can only ask that you trust I have Eternia's best interests in mind."

"I will take a lot more than your word for me to trust you," Teela sighed. "We should go, father. He's made his decision and it's clear he's not going to change his mind. We need to get to Grayskull."

"No," Zodac said suddenly. "You need to go to Snake Mountain."

"What? Why?"

"I cannot directly assist you in battle," Zodac sighed. "But I can give you information and trust you to make use of it. Go to Snake Mountain first. You will find what you need to defeat Hordak there."

"What is it? How will we know what to look for?"

"You will not need to look. It will appear before you shortly after you arrive, provided you go now. Otherwise you may not arrive in time."

Man-At-Arms wasn't sure what Zodac meant. He couldn't tell if he was making the right choice. Nevertheless, as soon as he and Teela boarded the Wind Raider, he immediately set course for Snake Mountain as fast as the engines could take him.


"The forces should reach the castle grounds within the hour," Shadow Weaver said.

"Excellent," Hordak gloated as he looked over his warriors. They were all in high spirits, laughing and gloating as they gorged themselves on a banquet feast composed of food they had taken during the sacking of Nordling. Hordak's young protégé had never seen the warriors so gleeful over food and mentioned it to Hordak.

"They have not had true food in a very long time," Hordak laughed. "In Despondos we were forced to rely on limited resources and our magic to produce sustenance. While it was enough to provide nutrition needed to survive, no concoction can capture the taste of a fresh meal."

"I still do not understand their behavior."

"That's because you haven't partaken of our feast yourself. Here, try a lusciberry," Hordak said handing her a fruit that looked like a strawberry but was the size of a coconut. The fighter hesitated but, not wanting to disobey her master, took a small bite.

If anyone had been able to view her face at that moment they would have seen her eyes grow wide in pleasant shock. What everyone could see was her firmly grip the lusciberry with both hands and take as large a bite as her jaw would permit. Savoring the flavor as juice ran down her chin.

"The sweet taste of victory," Modulock grinned, coming up beside them.

"Indeed," Hordak nodded. "How is our guest? I couldn't help noticing his screams of pain ended some time ago."

"Oh he's resting uncomfortably," Modulock snickered, wiping blood off his clawed hands. "I was merely conducting a few preliminary tests, nothing serous yet. I have big plans for dear Tri-Klops, my lord. Very big p..."

Before he could finish a strange purple mist began to fill the room. Then from out of the mysterious cloud a new figure appeared. At first Modulock gaped in shock as it appeared to be Skeletor but it soon became clear that, though he had a mere skull for a head, this was an entirely different being.

His skin was black, as opposed to Skeletor's blue flesh, except for his neck (another difference)which was as white as his skull head. His eye sockets glowed with a fiery red hue that formed slit, viper like pupils. He wore a long purple cape with a high collar and carried a scythe like weapon. He apparently had seen his share of battle as there was a large crack in the center of his forehead.

"I seek the one known as Hordak, the intruder said.

"You have found him," Hordak sneered. "Speak quickly, and state your business. I do not take kindly to trespassers."

"I am Scare Glow, warlord from a world alien to this one," he said without the first sign of intimidation. "It was told to me, by a pair of sniveling cowards, that you are an enemy to the one known as Skeletor. And that you have recently returned to this world from another."

"That is correct," Hordak said rising from his throne. "Are you here to challenge me on his behalf?"

"Hardly," Scare Glow scoffed. "I despise him. He tore me from my home world and then refused to send me back, trapping me on this pathetic mudball of a planet."

"Sounds like something he'd do," Modulock mumbled.

"If you came to ask us to deal with him you are too late," the cloaked girl stated. "My master has already dealt with Skeletor."

"Actually I have another purpose here," Scare Glow said. "I almost destroyed Skeletor's minions but then they told me something very intriguing in exchange for their lives. I would seem you have at your disposal the power of dimensional travel. You can send anyone anywhere."

"So you have come to ask me to return you to your own world," Hordak said, getting the picture. "What do you offer for me in return?"

"It's more a matter of what I will do to you if you don't," Scare Glow snickered.

"You think to threaten me?" Hordak snarled in anger.

"Understand this," Scare Glow snarled back, "I care nothing about you or what trifles you have with this world. You are welcome to it. I have no intention of standing in your way. But the fact remains, in you it seems I have finally found a way to return to my rightful place. Send me home and I will trouble you no more. Oppose me and you will fall victim to your greatest fears."

"Allow me to remove this babbling nuisance for you master," Modulock said, advancing on Scare Glow morphing his arms into jagged blades. The skull faced villain however simply held out his arm and suddenly his entire skeleton began to light up with a supernatural glow, shining through his skin.

Modulock scoffed, "If you think that is enough to frighten me, then you..." He stopped in shock as his skin began to turn pale and sickly. Then his whole body began to rot and decay away.

"No!" he shouted. "This can't be! Not the plague! I'm cured! I was cured! NOOOO!!"

The rest of the Horde stared in wonder. Despite Modulock's screaming and curling up in frightened ball on the floor, they could see no sign of trouble. He looked completely unharmed and physically he was. Though he had no way of knowing what he saw was merely a fear induced illusion.

Scare Glow turned his attention to Hordak. "Unless you wish to have your deepest fears come to life, you will give me what I want!" Hordak simply snorted and Scare Glow went on. "Yes, this is where you try to tell me that you have no fears. Don't bother, I have heard it many times before. You may hide them, even from yourself, but they are there."

Again Hordak simply snorted, "Perhaps, perhaps not. Either way it makes no difference. It will take more than mere illusions to overcome my power. I must say your power intrigues me though. I might have a place for you in my army. Once you learn a little respect first. Respect is something I demand from everyone enemy and ally alike!"

Scare Glow grinned, an oddity considering his face was a skull. "The problem with that is how do you know when someone is faking it?"

"I have no time for your riddles," Hordak growled. "You will..."Hordak was cut off by a spray of the black liquid that was his blood erupting from his chest. He looked down to see the blade of a sword sticking through his chest, having been plunged in through his back. Turning around his eyes grew wide in shock to see the sword in the hands of his young protégé.

"My child!" he gasped.

The mysterious youth drew her sword out of his back and plunged it into his chest. "I am not your child!" she said. "I have never been yours!"

Hordak staggered backwards and collapsed onto his throne as the fighter again withdrew her blade and advanced for the kill. "Did you really think all your lies and deceit could keep you safe? Did you honestly believe you could deny me my destiny? Or escape your own fate?" She raised her sword to bring it down on his head. Hordak found himself unable to move or speak. But just before the final strike landed everything stopped. The fighter vanished from in front of him. Glancing around he saw her still standing to the side, her sword safely sheathed, looking at him in confusion.

"Master?"

Hordak looked down and saw his wounds gone without a trace, as though they had never been there. Quickly he realized they hadn't been. Scare Glow had successfully gotten to him. Hordak turned back to the specter warrior in anger.

"That was merely illusion," Scare Glow snarled. "If you do not send me back to my world immediately they will become reality!"

"It's not that easy," Modulock said, standing up. The effects of Scare Glow's power had worn off of him as well but he was still a bit shaken. "I have no idea where you come from and have no way of calculating the code needed to send you there. Now if I could take a blood sample from you, I could feed it into my device and have it scan for a dimensional signature that matches. However the process will take time. Possibly months."

Scare Glow stood in silence for a long while considering this. Finally he took his scythe and slit it across his palm. Quickly Modulock grabbed a goblet and held it out to catch the dripping blood which shone with the same greenish glow as Scare Glow's bones.

"I will return soon to check on your progress," he said. "I trust you will have made at least some leeway by then. If I am not satisfied with the results, the consequences will make what you envisioned today seem like a blessing!" With that Scare Glow vanished in a plume of purple smoke.

"Can your device really do that?" Shadow Weaver asked once he was gone.

"Of course not," Modulock grinned, looking fondly at the blood sample he now had. "I may be a genius, but that would require technology decades ahead of its time. However, now that I have some of his blood I can analyze it to study his power. With that I should be able to duplicate its effects for our benefit. I may also be able to produce an antidote making us immune to his power in the future."

"You'd better hope so," the cloaked fighter said. "Because if he learns the truth you're going to need it."

"Forget about him for now," Hordak said. "We have more immediate concerns. Everyone prepare yourselves for battle. Modulock, set your key to take us to Castle Grayskull. We leave in half an hour."

As the warriors carried out their orders the cloaked figure turned to her master. "Is everything all right master? You seem troubled."

Hordak glanced at her then simply shook his head. "No child. Everything is fine. There's nothing to concern yourself over."

The girl nodded but she could not help noticing something odd. Though she had no reason to doubt her master's words there was something that bothered her. Something in his voice and the way he looked at her. Until now he had always gazed upon her with pleasure and pride. But just now as he looked upon her, she could almost swear he was staring at her with a hint of fear.