Author's Note: Thanks for all the reviews! You guys have been awesome in keeping me on track!

I suppose I should mention again that I don't own these characters (although the story line's all mine) and I don't make any money off of this. In fact, I'm not sure why I"m doing it except that I'm having fun. Now on with the story!

The expected attack came just before dawn. Adora woke early, restless for a reason she couldn't explain. She went down to the stable to see Spirit.

"I don't know what's bothering me, Spirit," she said to him, stroking his nose. "Adam's fine now. It's something else; something I can't put my finger on. Maybe a quick look around from the air will help me feel better." Taking a quick look around, she raised her sword and called, "FOR THE HONOR OF GRAYSKULL….I AM SHE-RA!" After transforming Spirit into Swift Wind, she leapt onto his back and they took off into the sky.

"Let's head towards Grayskull, Swifty," She-Ra said. For a moment she just enjoyed the wind in her face, but then, out of habit, she began scanning the ground for signs of trouble—and found it almost immediately. She gasped, drawing back on Swift Wind's mane, and the flying unicorn hovered for a moment.

"Oh my stars," she whispered. Thousands of Skeletor's robots were headed towards the palace. Several horrid-looking monsters and dangerous animals were following as well. The Collector, no doubt carrying Skeletor and his minions, was flying low right over the robots.

"Quick, Swiftie, back to the palace before they see us," She-Ra whispered. The pegacorn complied, needing no further urging. He flew his fastest back the way they had come, and landed on the palace grounds within moments.

"She-Ra, what's wrong?" Teela called. She'd gotten up early to go through a training session with her guards before heading over to Grayskull.

"Skeletor is attacking. He's got thousands of his robots headed this way, along with a few monsters and the Collector," She-Ra yelled. "We have to alert everyone!"

Teela spoke into her communicator, and within seconds a siren was ringing throughout the palace grounds. Soldiers raced to laser cannons and vehicles. The Royal Guard took their stations at the key entrances to the palace.

Within moments Randor and Duncan were outside. She-Ra explained again what she had seen.

"I don't understand this," Duncan said, shaking his head. "Skeletor knows those robots are not a match for us."

"But he's never attacked with so many of them," Randor disagreed. "We may be overwhelmed by numbers. Our soldiers are flesh and blood; they will tire eventually. And I'm concerned about those beasts. I'm sure they are being controlled by Beastman."

"I may be able to help there," She-Ra answered. She mounted Swift Wind and took off into the sky.

"Teela, I want you to command the air attacks," Duncan instructed her. "I'll handle the ground troops." Teela saluted and raced off to her wind raider. Duncan turned to his king.

"Sire, please remain in safety. I know you would rather lead your troops, but there's something bothering me about this. There's something we're missing."

Randor nodded slowly. "I'll do as you ask, Man-at-Arms…for now."

After sleeping for 20 hours straight before telling the women to go home, Adam slept like a log for another eight. The Sorceress was able to rouse him enough to get him to drink some of the fortified water, but she didn't put any of the herbs in it. Instead, she used her magic to relax his muscles. Adam had no recollection of any of it. He was still sound asleep when the attack on the palace came. Sensing She-Ra's distress even in his sleep, he began to toss restlessly.

"ADAM!"

He jerked awake and immediately felt spasms in his back. There was no one in the room, which meant either he'd been dreaming or-

"Adam, He-Man is needed!" It was the Sorceress, calling out to him from the south tower.

He pulled himself into a sitting position with a huge effort, every muscle protesting. His sword was propped up against the wall, thankfully within reach. He grabbed hold of the hilt and attempted to pick it up, but could only drag it towards him.

"Adam, hurry!"

"BY THE POWER OF GRAYSKULL! I HAVE THE POWER!" Pointing his sword to his pet, he turned the trembling tiger into Battle Cat.

He-Man found himself standing and he shook his head in wonder. It always amazed him how Grayskull's power simply lifted him to his feet, no matter what condition he was in when he called upon it. He took a few hesitant steps and found that even though his muscles were still stiff and sore, as He-Man his strength had not abandoned him. He would have to be careful, because he wouldn't be as quick and agile as usual, but at least he wasn't helpless. The champion mounted Battle Cat and together they moved to the doorway of Grayskull, knowing that Skeletor was on the other side launching some sort of attack.

"Lieutenant, keep the cannons trained on the left side! Moss Man, see if you can short-circuit some of these robots!" Duncan yelled at the top of his voice. Skeletor had added a few new tricks to his toys. These were designed to attack from a distance, and were shooting bombs onto the palace grounds. A few dozen soldiers were seriously injured, and a few had even died. But the Masters and the soldiers were handling the robots quite easily, really. Their numbers had already been cut in half. Teela and her airborne fighters had barely been touched, and they'd easily made scrap metal of the robots.

It doesn't add up, Duncan thought. What is Skeletor trying to accomplish?

She-Ra couldn't communicate with the monsters following Beastman's orders. He had too much control over them. So she did the next best thing, and attacked the Collector. Stratos and Buzz-Off joined her as she peeled away the roof and dropped inside.

"Who do you think you are, coming in here like this?" Beastman snarled as he grabbed her from behind. Whiplash smacked Buzz-Off to the ground, but missed Stratos. She-Ra threw Beastman over her head and into Webstor, knocking them both unconscious.

"Well, that takes care of THAT problem," she said, staring down at Beastman. She ducked as Whiplash's tail came at her, and as it passed over her she grabbed it, swung him around and threw him out the opening in the roof.

"Happy landings," she called after him. She turned to Stratos and Buzz-Off, who was back on his feet already. "Watch my back for a moment. I have to get the animals to go home." She concentrated, her fingertips touching her temples lightly.

Beastman has been defeated, for now. Go home, my friends. You are free once more.

A few thankful roars sounded out, then the creatures turned and headed in various directions. She-Ra turned to her friends.

"Search this ship. These can't be the only three here," she said. But after a few minutes, it was obvious that they were.

"Duncan," She-Ra radioed in. "We've taken care of Beastman, Whiplash, and Webstor, but they're the only ones here. Have you seen any sign of Skeletor?"

"Negative," Duncan's thoughtful reply came back. After a few seconds, his voice gained panic. "It's a distraction! He's got to be attacking Grayskull!"

She-Ra, came the Sorceress' voice then. Come to Grayskull immediately. Skeletor is attacking!

"No! He-Man!" She-Ra cried out. "Buzz-Off, Stratos, come with me! We must fly to Grayskull!" She whistled for Swift Wind and jumped on his back. "Go Swift Wind! As fast as you can, to Grayskull!"

Teela's heart jumped into her throat as she heard her father's communication with She-Ra. "Adam!" she breathed. She pushed the button for the radio. "Man-at-Arms, I'm heading to Grayskull. Lieutenant Bleve, you're in charge of the air defenses now."

Duncan's voice came back over the radio. "I'll send additional help as soon as we can spare them." Teela felt a twinge of relief. She'd half-thought her father might try to argue with her. But as Adam's body guard, she had to be there to defend him if Skeletor got inside the castle. And with He-Man in who knew what kind of condition, it was a distinct possibility.

Sorceress, I'm approaching the drawbridge, He-Man told her. What's happening? Do you want me to go out? If the castle's defenses were holding, he didn't want to invite Skeletor in by opening the drawbridge. Skeletor has built a machine that magnifies all of their magical powers. I have established a forcefield, but it is taking all of my power to maintain it. Go out quickly, and do not allow the beam from the magnifier to touch you.

He-Man and Battle Cat raced out and the drawbridge closed behind them. Just in front of them, Skeletor and several of his minions stood, directing their magical powers at a machine that looked like a small vehicle, which then combined the magic into one larger, more dangerous, beam. Kobra Khan sat inside and controlled the machine, while Evil-Lyn and Skeletor focused their magic into it, and even Tri-Clops and Trap-Jaw kept a steady stream of power flowing from their various magically powered body parts. The red beam was melting away the forcefield, He-Man realized. The Sorceress was essentially continuously re-creating the forcefield, and she was beginning to tire.

He only had a few seconds to take all this in. Skeletor couldn't help but notice that the drawbridge had come down. He was disappointed to see He-Man in such good shape, but not particularly concerned.

"Kobra! Aim the laser at He-Man!" The machine shifted direction. He-Man jumped off of Battle-Cat's back and the great cat jumped in the opposite direction. The laser bounced harmlessly into the forcefield. Drawing his sword, He-Man prepared for the next attack, but it didn't come from the machine. Instead, Clawful suddenly had his huge pinchers around He-Man's arms.

"Hold him there!" Skeletor cried. He-Man struggled, but his stiff muscles made kept him from breaking the giant crustacean's hold. So as the magnifier shot another laser at him, he did the only thing he could think of—he jumped as high as he could, taking Clawful with him. The two of them landed on top of the machine, putting a dent in the roof but not doing any serious damage.

"Clawful, I think it's time we danced," He-Man said, and spun around quickly, which sent Clawful flying through the air into a mud puddle. Hearing Battle Cat roar, He-Man turned around in time to see the giant tiger tackle Panthor in mid-air.

"Thanks, Cat!"

"Kobra Khan, you have three seconds to get out of there," He-Man said, hoping it could really be this easy. But as he drew back his fist to destroy the machine, he was hit with a blast from Skeletor's staff. It knocked his sword away from him and sent him to the ground. He remained there for a few seconds, stunned but not completely out of it.

"At last I have you!" Skeletor cackled with glee. He re-directed his havoc staff towards the machine. "Kobra Khan, fire!"

"Sword to shield!"

"What's that?" Skeletor looked up to see She-Ra dropping from Swift Wind's back, her shield already in hand in preparation to defend her brother.

"Very well, woman, see what you can do with this!" Kobra Khan put the machine to full power and blasted her. The shield held, but She-Ra began sliding back…towards the edge of the abyss.

"He-Man," she grunted. "I could use…a little…help!"

He-Man struggled to his feet and put his hands to the shield, his head still a bit foggy. He wasn't going to be much help in his condition, but fortunately, reinforcements arrived just then. Teela fired at the machine, setting off small explosions, while Buzz-Off and Stratos lifted Evil-Lyn up and dropped her in the mud puddle where Clawful sat, his head still spinning.

With Teela's shot to the magnifier disrupting the power flow, the laser suddenly stopped. He-Man and She-Ra tumbled forward.

"Shield to sword," She-Ra called as she jumped up and ran to the magnifier. With one swift slice, she cut the machine in half.

"Curse you both!" Skeletor shouted as he and his henchmen got into the basher and took off. "I will get you for this!"

"These bad guys all sound the same, don't they?" She-Ra asked with a grin.

"They sure do, She-Ra," He-Man chuckled. He gave a tired wave to Stratos and Buzz-Off, who seemed in a hurry to get back to the palace. Teela, however, landed her sky sled and walked over to the twins.

"I'm so glad you're both all right!" she said. "We were so worried when we realized Grayskull was the real target. My father tells me that the remaining robots have been destroyed," she added.

"What's all this?" He-Man asked, his eyebrow raised.

"Skeletor tried to distract us by attacking the palace with thousands of robots," She-Ra explained. "He also had some animals under Beastman's control, and the Collector there, to fool us into thinking they were all part of the attack."

"I'm sure glad you figured it out when you did," He-Man said. "You really saved the day, all of you."

"How are you feeling, He-Man?" Teela asked a little hesitantly.

"I'm better today, Teela, thanks for asking," he responded. "Maybe not as quick as normal, though, or I would have avoided that last blast," he added with a sour face. She-Ra laughed, her earlier frustrations with her brother gone. She still wished that he'd take better care of himself, but in this case, he'd been right to stay at Grayskull.

"It happens to all of us, He-Man," she teased him. "Now I'd better get going back to the palace to see what I can do to help." She mounted Swift Wind and took off. Teela watched her go, then straightened her back and turned to He-Man. This might not be the time, but patience had never been Teela's strong point.

"He-Man, if you're feeling up to it, could I talk to you for a moment?" she asked, a little uncertainly. There was anxiety in her voice, and He-Man felt a touch of alarm. When his father had asked him that question the other day, it hadn't been for a good reason. Looking into Teela's troubled green eyes, He-Man suspected he wasn't going to like this conversation any better.

"Sure Teela. What's on your mind?" Battle Cat had wandered over and lay down, and He-Man and Teela also sat down, leaning against the animal. He-Man couldn't help but give a sigh of relief at being able to rest. His body ached all over. He caught Teela staring hard at him with a mixture of confusion and concern. He offered a guilty grin, not knowing how much he looked and sounded like Adam at the moment.

"Sorry, it just feels good to rest," he apologized. Teela shook her head lightly.

"That's okay. Look, if you'd rather talk another time…this is serious, but it can wait."

"No, Teela, go ahead," he said, even though a part of him wanted to chicken out. Let's get this over with. Teela bit her lip and looked off at the sky for a moment, then abruptly turned back to him.

"Was Adam with you when you rescued the family from Rock Haven?"