A/N: Well, obviously if you didn't know where this was headed before, you do now. I honestly fought tooth and nail against the characters and the story to NOT do a re-telling of the Secret of the Sword. I didn't want to because there are SO many of them started on this site, and a few of them are very good. However, many of you all seemed excited over the idea, to my surprise!

So anyway, here we go. Special thanks to Xasonnex for pointing out the timing!


"Fate of the universe," Teela grumbled as they stepped out of the portal a short time later. "If that's the kind of pep talk she usually gives you, it's no wonder you're stressed all the time."

He-Man chuckled as he looked around. "Well, usually when she says something that dramatic, she means it."

"Oh, that makes it all better," Teela muttered under her breath. She glanced around as well, scanning the area for danger. Purple trees with blue trunks, pink bushes, green grass. It was a pretty enough place. To their right was a path and what looked like a small village, from what she could see through the trees. "What do we do first?"

He-Man pointed down the path. "We make for that village down there. We're here to find someone, and we can't do that if we don't go where there are people."

It didn't take them long to reach it. The village was tidy, with mostly small buildings—none stood over two stories high. Thatched rooftops seemed to be the way of things, while the walls themselves were constructed of either clay or stones. It did not speak of wealth, but nor did it seem particularly poor. Teela's eyes narrowed as she observed the people. They were hurrying along with their heads down, not making eye contact with the two strangers who had just arrived.

"Something seem amiss here to you?" she hissed at He-Man.

He nodded in response. "Maybe Battle Cat's scaring them," he answered lowly. The tiger growled an unintelligible response.

"You there," an annoyed voice called from behind them. He-Man and Teela exchanged glances and turned. Two men—or maybe robots—stood there. It was impossible to tell under all the metal armor. A large bat-like insignia was displayed proudly on their chests.

"Are you speaking to us?" He-Man asked innocently.

"Yeah, you," one of them retorted. Teela decided they were humans. Robots didn't have that much inflection or attitude. And of course they were soldiers of some sort, from the looks of their armor. She wondered how well-trained they were. "State your business here."

"We're just passing through," He-Man answered easily, looking for all the world as if he was on vacation. He draped an arm around Teela and pulled her close; while the action seemed casual, she could feel the underlying tension in his arm.

"What's your destination?"

"We don't have one," He-Man answered honestly. "We're just sort of exploring." Teela tensed slightly. She had a feeling that answer wasn't going to go over well, but she realized He-Man didn't have a choice in how to answer. They didn't know what world they were on, much less the name of any towns.

"Let me see your papers," one of the troopers demanded.

"Papers?" He-Man asked blankly. He let go of Teela and felt around his waist. "Sorry, must have misplaced them. How about you, honey?"

Although taken aback by his endearment, Teela quickly realized he didn't want to supply their names or any other information to these two. She too felt around her waist and slipped her hand inside a hidden pocket, then back out. "Oh dear, I don't have them either." She glanced to the side. "How about you, big cat?"

Battle Cat let out a mighty roar that caused the troopers to take a step back. "Keep that animal under control," one of them ordered. They leveled their guns at Teela and He-Man as two other armor-plated men ran over, obviously attracted by the noise. "You're under arrest," the first one continued. "You'll have to come with us."

"Under arrest for what?" He-Man demanded, making a show of lazily raising his arms. Teela copied him, watching carefully as Battle Cat crouched low, ready to pounce. She never knew what to expect from He-Man in this type of situation. Sometimes he'd go along just to see who was in charge; other times he'd consider that too much of a risk.

"For threatening Horde troopers and not having papers."

Something changed in He-Man's demeanor. Teela couldn't see it, nor could she define it exactly, but she could feel it.

"Gee dear, they think we threatened them," He-Man observed after a few heartbeats. "I didn't hear any threats. Did you?"

"Not a one," Teela agreed, her fingers itching for her laser gun as she realized he wasn't going to go peacefully.

"Well, I'd hate to be arrested for a false charge," He-Man quipped. He unsheathed the sword and placed himself between the troopers and Teela, the sword raised defensively. "So I'll accommodate you. Let us go in peace, and we won't embarrass you in front of the villagers here."

Glancing around quickly, Teela realized that there was a growing crowd. They all looked afraid, and hung back at least two hundred yards. Several had gripped each others' arms in fear. But there was one hooded man who stood alone with a strange-looking bird on his shoulder. She'd have to watch him. He might be some sort of back-up for these jokesters.

"You can't talk to a Horde trooper like that," one of the troopers scoffed. "I'll show you." He fired his gun. He-Man easily deflected the blast right back at the trooper, knocking him out cold.

Battle Cat roared, ready to spring onto a trooper. Teela raised her arm and aimed at a trooper to the side of He-Man, but without warning, an arrow came from the side and sliced through the other three guns.

"I think you should let the nice people go in peace, like they asked," said the hooded man.

The troopers didn't even make a show of pretending to listen. They ran at He-Man and Teela. Teela flipped one over her head, and must have knocked the wind out of him; he didn't move. He-Man grabbed the other two and held them up in the air.

"I think you should leave, and not come back until you've learned some manners," he said to the troopers. He spun around rapidly, letting go suddenly to send them far out of the town.

There was a spray of half-hearted clapping, but for the most part, the villagers around them began to disperse quickly, their heads down, speaking in low, nervous tones.

He-Man shrugged at Teela then looked over to the hooded man. "Thanks for your help," he called.

The man approached and pushed his hood back, revealing orange-red hair and a mustache, along with brown eyes sparkling from the excitement of their encounter. "Any enemy of the Horde is a friend of the rebellion," he said in a strong, friendly voice, holding out a hand for He-Man to shake. "My name's Bow." He gestured to the rainbow-colored bird-like creature on his shoulder as he shook He-Man's hand. "This is Kowl."

"I'm He-Man, and these are my friends, Teela and Battle Cat," He-Man responded. "We just arrived in the area."

Bow bowed to Teela and grasped her hand. "Welcome, my lady."

"Thank you," Teela answered, feeling oddly cherished by his gesture. She caught a dark look from He-Man and a smug sense of satisfaction crept into her smile. She withdrew her hand from Bow's grasp, feeling awkward and confused.

"You won't be safe here. Hordak will send more troopers," Kowl informed them, clasping his hands in front of himself nervously, his large eyes darting around the area.

"Kowl's right. You'd better come to the resistance camp, at least for tonight," Bow agreed.

"Thank you, we-" He-Man began, only to be cut off as Teela grabbed his arm.

"Excuse us, please," Teela requested politely, and she pulled He-Man to the side. "I don't like this," she hissed. "We're getting caught up in a fight we know nothing about."

"Bow helped us out without knowing a thing about us. That speaks to his character. Besides, I've heard of the Horde," He-Man returned quietly. "Most of their rulers are evil dictators. If there's a resistance on this planet fighting against that rule, then there's no better place to start looking for this sword's owner."

Teela sighed as he turned back to Bow and accepted the man's offer. He-Man might be right, but she still didn't like it.


Bow led them through the woods to a small encampment that he referred to as "The Great Resistance." Teela secretly thought she deserved a pat on the back for not commenting on the low number of people and Bow's definition of "great." There were no more than a hundred people gathered there, and not one of them, she noted as they walked through the camp, looked as if they could stand up to her in a fight, never mind any of the masters like Fisto or Stratos.

"How long have you been fighting the Horde?" He-Man asked. Teela smirked. Obviously he recognized their lack of numbers as well.

"It seems like forever," Bow said gravely, looping his horse's reins over a branch and getting a pail of water for the animal. "There are only a few free kingdoms left—Mystacore, Castle Freeze and the surrounding Ice Kingdom, and Bright Moon. Those of us who have been displaced and refused to accept Horde rule regrouped here in Whispering Woods. The trees protect us from the Horde." Bow looked around, a mixture of gratitude, sadness and pride playing across his face. "We help defend the free kingdoms whenever and however we can." He sighed heavily. "I'm afraid the Horde has pretty much broken the spirit of this planet."

"So how long has the Horde been here?" Teela asked reiterated, annoyed that he hadn't answered the question.

"On Etheria?" Bow sounded surprised. He raised one eyebrow as if confused, then shrugged. "About twenty years, I suppose. Ah, here's the war tent." He gestured to a larger tent just off to their right. "It's the only one large enough for spreading out maps and holding planning meetings."

As they entered, a young woman looked up from the map she was studying. "Bow, where have you been?" she demanded, her blue eyes flashing. Then she caught sight of the visitors. "Oh. New recruits?"

Teela didn't miss the way the woman's eyes went right to He-Man and stayed there, or the note of feminine interest in her voice. Irritation clenched her jaw.

"More like fugitives, although I think they may be willing to help our cause," Bow said somewhat cautiously. Teela's estimation of the man rose. "The Horde tried to arrest them for no reason."

"Oh, well then you must stay with us," the girl said with a toss of her pink hair. "I'm Princess Glimmer, the leader of the resistance." She came around and held her hand out to He-Man, a light blush touching her cheeks. "And you are?"

"My name is He-Man," he replied easily, as if completely unaware of the young woman's sudden infatuation with him. Teela felt her lips part as he took Glimmer's hand. Could he really be that oblivious? No, he couldn't. Adam was always knew just how to charm a lady—so of course he always knew how they were reacting to him. "These are my friends, Teela and Battle Cat."

Glimmer barely acknowledged them as she put her other hand on top of He-Man's. "We haven't much, but we share what we have," she said in a coy voice. Teela could feel her blood pressure rising as Glimmer held onto He-Man's hand far longer than necessary. "You're welcome to stay as long as you need to, although I do hope you'll decide to join our cause."

"Thank you, Princess," he replied, making no effort to pull his hand away from her.

"Please, call me Glimmer," she replied with a bright smile.

Teela glowered at the two of them as they beamed at each other like long-lost sweethearts. 'Staying in this camp is a bad idea. A really bad idea,' she thought morosely.

"Glimmer's mother is Queen Angella," Bow explained, eyeing He-Man and Glimmer astutely. "She's the ruler of Bright Moon."

"Oh?" He-Man asked, surprised. "Then why aren't you at her side?"

Teela stared at him in disbelief. As if his father would ever have allowed Adam to stay where attacks were constant threats. Skeletor was one thing; war was another.

"She feels I'm safe here in the Whispering Woods," Glimmer said, confirming Teela's thoughts. "So I do what I can to help from here."

"While we're here, we'll be happy to help in any way we can," He-Man offered.

Glimmer frowned slightly. "While you're here? So you've already decided to move on?"

"I'm afraid we're just visiting," He-Man said calmly. "We're doing a job for a friend, then we'll be returning home."

Glimmer smiled warmly at him, moving a half-step closer and gazing into his eyes. "Perhaps we'll be able to change your mind."

"Don't count on it," Teela muttered under her breath. She couldn't wait to get home already.


He-Man and Teela stayed close to each other throughout the next two days as they met some of the other rebels. After lunch on the second day, Glimmer introduced them to Madam Razz, a short witch with a large red hat that covered her eyes and nose. White hair stuck out from under the hat in odd places. What they could see of her face has a slightly purple tinge to it. She had a kindly manner about her, and He-Man liked her instantly. Teela seemed to as well, if the smile on her face was anything to go by.

"She reminds me a bit of Orko," Teela whispered to He-Man. He chuckled in agreement as Madam Razz attempted to produce a welcoming cake for the two of them.

"Razzle dazzle, mizzle make, produce for us, a nice big shake!" she exclaimed.

Her talking broom, aptly named "Broom," shook her arm wildly with his two small arms. "No, Madam! Cake, not shake!" he corrected her frantically.

Used to such mess-ups, He-Man and Teela looked up with their hands over their heads, waiting for a giant milkshake drink to appear, but instead, the ground rumbled around them for a moment, throwing off their footing. Teela landed in He-Man's arms with a sharp intake of breath, then he lost his balance as well, and they both tumbled to the ground. He-Man automatically twisted to take the brunt of the fall, which left Teela right on top of him.

"Are you all right?" he asked her, hoping she couldn't see in his face the desire suddenly rushing through him. The quaking subsided.

Teela nodded. "Yeah. Sure. Thanks." Her voice was hurried as she scrambled to get off of him. He-Man stayed on the ground for a second, then rolled to his side and rose to his feet, making sure his back was to her for a minute as he tried to compose himself. These feelings he had been having recently were really confusing. 'Teela's just a friend. That's all she can ever be,' he reminded himself. He turned back around, his face carefully schooled as he mentally reminded himself that a family was a luxury Grayskull's champion could not afford to have. He wondered almost at the same time how, then, Adam was to produce the required heir. He-Man shoved the thoughts aside ruthlessly and focused on those before him.

"Oh, dearie my, I'm so sorry," Madam Razz said, wringing her hands. "Are ya both okay?"

"We're fine," He-Man assured her quickly. He glanced around, catching Glimmer in a stare-off with Teela. He sighed internally, sure he didn't want to know the cause. "Glimmer, didn't you say something about needing some help with some chores?"

Glimmer nodded, slowly tearing her eyes away from Teela. "Yes. We're out of fresh meat, so if you're any good at fishing-"

"Fishing?" He-Man's face lit up as he interrupted her. "Just show me the way."

"I'm going with you," Teela said firmly.

He-Man nodded his understanding. "Battle Cat, stay here, all right?" He wanted someone to stay in the camp until they could get a feel for this rebellion and the people involved in it. The great cat growled his agreement, then snickered. He-Man raised an eyebrow, wondering what Battle Cat found so amusing. Following the cat's gaze, he caught Teela and Glimmer staring at each other distrustfully again. He sighed and grasped Teela's arm. "Let's go, Captain," he muttered. To his relief, she followed quietly.


"Only you," Teela complained lightly as they walked, "could end up on an entirely different world and get assigned to go fishing."

"What can I say?" He-Man returned with a lopsided grin. "I'm just lucky that way."

Teela watched him carefully as he did the simple tasks she was so used to seeing from Adam: finding appropriate bait, stringing a line, settling down on the bank, and letting out a huge sigh of contentment. His arms went behind his head, then his eyes closed, and Teela wondered how fast he would fall asleep. It used to take Adam less than a minute when he went fishing.

It was true. Teela stared at him, feeling a final acceptance that this was Adam. For the most part, the anger was gone, and the guilt as well. She was glad. She really didn't want to be mad at him any longer. She had been trying hard to forgive and forget, as Queen Marlena used to counsel her to do when she was younger and even more hotheaded.

Looking at He-Man now, a feeling of profound gratitude swept over her. She was so thankful that Adam had accepted the responsibility of being He-Man, that he had saved her and Eternia so many times. She smiled slightly as she reflected back. Adam always had stood up for what he thought was right, no matter how the other kids teased him. The Sorceress was right; He-Man and Adam were the same at the core.

But that wasn't the only reason she was thankful. Now that she knew the truth, she was gaining her best friend back, and it wasn't until that started happening that Teela understood how much she had missed the closeness she had once shared with Adam.

As she pondered these things, her eyes roamed over He-Man's body, only half-seeing him because she was so lost in thought. To her horror, though, when she raised her eyes to his face again, his sharp blue eyes were staring right back at her. Teela opened her mouth to explain, but the words wouldn't come. The air seemed charged with electricity again, and silently she willed He-Man to say something, anything, that would break through it.

But he didn't. One side of his mouth lifted into a small smirk, then he simply got up and checked the fishing line. To Teela's relief, there was a fish on it.

"I'm going to go downstream a bit and look around," Teela said, feeling awkward.

"Sounds good. Holler if you need me," He-Man said in an odd-sounding voice. He didn't turn or look up from his work with the line, though, and Teela found herself strangely disappointed by that fact.


He-Man let out a deep sigh as he settled onto the blankets just outside of Teela's tent—he hadn't wanted to be in a completely separate tent just yet; he felt a need to protect her. Things were too uncertain, and the undercurrents between Teela and Glimmer were too volatile for him to trust Glimmer completely. In a funny sort of way, everyone had thought he and Teela were married until he refused to sleep in the same tent as her. Then they understood the way things were.

He wished he could understand. Teela was full of suspicion about these rebels and the planet they were on. It wasn't making his job any easier. He had thought she might scratch Glimmer's eyes out every time the two women had faced each other during the last three days. The understanding that he and Teela were not engaged or married or even together in any way had brought light to Glimmer's eyes and a frown to Teela's face.

He-Man stared up at the darkened treetops. Teela's attitude towards him was so strange now that she knew the truth. It was almost possessive in some ways, yet she still had moments of frustration or anger when she recalled another time when he had said something or done something that she felt had misled her. And the way she had been blatantly staring at him the afternoon before…it had set his blood boiling in an unfamiliar way.

As for him…He-Man lightly punched the make-shift pillow under his head as he turned onto his side. He wasn't seeing Teela any differently, but his body sure was. His physical reactions to her nearness were driving him crazy. Like now. He couldn't sleep, thinking of her beautiful sleeping form lying less than four feet from him…

He bit back a groan and buried his head, forcing his thoughts elsewhere. He didn't know how long he had to complete this mission before Skeletor tried to take over Grayskull or the palace again, but they had made no headway yet. They had met dozens of people, but though he often pulled out the sword and pretended to polish it, it never gave him any indication that its true owner was anywhere close by.

Without warning, He-Man found himself thinking about Teela and her instantaneous dislike of Glimmer. If he didn't know better, he would say she had been jealous. But of what? Realizing his thoughts had again turned to his best friend, he groaned aloud. It was going to be a long night.


The morning brought a flurry of activity. Madam Razz reported that the Horde was moving in on the kingdom of Bright Moon with a full attack force.

"We've got to go help," Glimmer said anxiously.

Teela rubbed at her eyes. She hadn't slept well the last few nights. She was too much on alert here. He-Man didn't look all that bright-eyed to her either. And she still didn't like that they were getting caught up in a fight that wasn't theirs. The resistance "fighters" exchanged glances, a low murmur rumbling though the small wooden glade.

"Your mother wanted you out of the fighting," Bow countered.

Glimmer's hands went to her hips. "Like that's stopped me before?" she demanded.

Bow shrugged. "Just thought I'd remind you," he said nonchalantly.

"What type of army are we talking about?" He-Man asked cautiously, his hand already on Battle Cat's saddle.

"Oh dearie my, about a thousand troopers, twenty tanks, and thirty Bat-meks," Madam Razz replied.

"Bat-meks?" Teela asked, one eyebrow raised.

"Those are their flying vehicles. They sorta look like big mechanical bats," Madam supplied.

"Bright Moon doesn't have an army anywhere near that size," Glimmer fretted.

"The force field will hold them back," Bow reminded her.

"I'm afraid not, Bow," Kowl hooted, flying over and landing on Bow's shoulder. "That creepy little Horde spy Imp got inside Bright Moon and did something to Queen Angella. She's sound asleep and no one can wake her up."

"What?" Glimmer cried, her eyes growing huge and pooling with tears. "No!" She turned to run, presumably in the direction of Bright Moon.

Teela reached out and grabbed her arm. "Glimmer," she said sharply. "Calm yourself."

Glimmer turned on Teela, her eyes wild. "Are you kidding me? How can I-"

"Teela's right," He-Man interrupted her firmly, coming up to stand behind Teela. He was so close Teela could feel the heat from his body. "You're the leader of these people, Glimmer. Without you to direct them, they can't help Bright Moon or your mother."

Glimmer paused for a few seconds, her chest heaving as she reflected on their words. Then she turned to Bow and the others. "Some of our forces are already spread out on patrols and obtaining supplies. Kowl, you know the routes. Find our people and tell them to meet us at Bright Moon. Bow, I need you to mobilize those that are here in camp as quickly as possible. The southern ledge overlooking Bright Moon—try to station your archers there. Have the main group attack from among the trees. Use them as cover as best you can, to spread out Hordak's forces. Madam, please come with me. We're going ahead to see if we can help my mother. And if we can't, I'm going to need you to do some reconnaissance."

"Of course, dearie," Madam responded as Bow saluted.

"What about us?" He-Man asked.

Glimmer hesitated, obvious surprise lifting her eyebrows. "You'd help?"

"I don't like the idea of any evil government trying to oppress good people," He-Man asserted, his eyes hard. Teela's chin went up, pride filling her heart as she stood with him. "Let Teela help lead your people. Battle Cat and I will accompany you to the castle, then after you're safely inside we'll attack from the side opposite your army."

The people within hearing distance all stopped what they were doing and stared at him, mouths open.

"By yourself?" Bow scoffed.

Teela wanted to laugh out loud. She suddenly couldn't wait for Adam to show them what he was made of.

He-Man smirked. "Precisely."


With Glimmer on Battle Cat behind He-Man and Madam Razz soaring through the air above them, the small group raced towards Bright Moon. They could hear explosions and the sharp twang of ray guns long before they broke through the trees. He-Man could see that the castle, made of pure gold, had been beautiful, but even now black scorch marks marred its formerly smooth surface.

Madam Razz and Glimmer made for the castle itself while He-Man stopped just below the southern ledge Glimmer had referred to earlier, observing the mess in front of the castle. He drew in a deep breath.

"We've gotten ourselves into a heap of trouble here, Battle Cat," he murmured. The tiger growled his agreement. The plain surrounding the front of the castle was full of tanks and troopers. A whining came from behind, and He-Man instinctively ducked while Battle Cat crouched lower to the ground. Several fighters zoomed overhead, firing at the castle. A volley of blasts came from one of the towers, and one of the fighters—Bat-meks, Glimmer had called them—fell to the ground.

Glimmer had been right about Bright Moon's forces. They were clearly struggling; the Horde was advancing steadily on the castle. He-Man glanced across to the woods; the resistance fighters would be here soon, but not nearly soon enough for the Bright Moon warriors. He had to act now.

"Glimmer said most of those troopers were robots," He-Man mused, rubbing his chin. He glanced around for some water; maybe he could flood the battlefield. Unfortunately, he didn't see any water source, and he didn't know the area well enough to try to find one. He straightened up as another idea hit him. "Maybe if we attack the leaders, we'll have a bit more success in buying Bright Moon some time."

"Sounds good to me," Battle Cat growled, "but how do we find the leaders in this mess?"

He-Man looked around until he his eyes fell on the southern ledge Glimmer had mentioned earlier. "There," he said, using his legs to tell Battle Cat which way to shift. He didn't want to point at the vehicles gathered there and give them a reason to fire on him. "We need to clean house up there anyway. Ready, Cat?"

With a quiet roar as his answer, Battle Cat leapt forward, going from rock to ledge easily. They reached the top in a matter of moments, landing softly behind the machines. He-Man grinned. There were no guards watching this direction; the Horde was being sloppy. This could be fun. He looked around quickly, but couldn't quite get his bearings to determine where the Fright Zone Glimmer had talked about was. He shrugged. Instead of sending the tanks back to the Fright Zone, he'd have to disable them.

"Fre-eeze, you scum!" cried a wavering voice. A red figure with large web-like ears, four legs, and huge yellow eyes stood just behind the tanks. Next to him were a young woman with blond hair and another woman who had a scorpion-like tail and pinchers instead of hands.

"So much for easy," He-Man muttered under his breath. A dozen armored troopers marched in behind and around them. They were surrounded. He-Man pulled out the sword, tossing it from hand to hand.

"Drop your sword," the blond woman ordered.

He-Man smirked. "If you insist." He hurled the sword down into the ground with all his might. A huge crack appeared in the ground. He-Man looked up into the astonished faces of the three warriors. "Oops. You might want to move off of there," he suggested innocently.

The ledge began tipping downward and the three scrambled to take his advice. The tanks had been firing at Bright Moon, but slowly they began tilting with the ledge until they were firing on their own troops below. He-Man grabbed the sword and noted with satisfaction that the ledge was taking three major tanks down with it. He whirled around to block the ray he heard fired behind him, directing it back at the soldier who had shot it off. He repeated the action four more times while Battle Cat turned another three robots into scrap metal. The lone soldier dropped his gun. "I-I give up," he stammered.

"You call yourself a Hordesman?" the scorpion-like woman sneered. She raised her tail and fired off a beam at He-Man. He dodged out of the way just in time, coming to his feet in front of the blond who promptly swung at him with a sword. He-Man blocked her easily, breaking her sword into two pieces.

"Your turn," He-Man pointed out as Battle Cat roared at the other two to intimidate them. "Surrender." He raised the sword to point it at her. He had no intention of killing her, but of course she didn't know that.

She raised her chin. "Never."

'Spunky little thing,' He-Man thought in admiration. Then suddenly the sword began to glow. He-Man looked down in shock as the young blond woman before him appeared in the sword's jewel. "You?" he asked in disbelief. He raised his eyes to meet hers. "You're the one?"

"The one? What do you mean?" she asked suspiciously.

"He-Man!" Battle Cat growled.

Coming back to his senses quickly, He-Man whirled around just in time to see Battle Cat fall heavily onto his side, the scorpion lady standing over him with a triumphant grin on her face. He-Man ran at her and grabbed her by the wrists, twirled her around and tossed her into the trees nearby. He started to turn back to Battle Cat, but a sudden wave of nausea hit him and he couldn't stand. He managed to look up as he went down to his knees; the bug-eyed red fish man was the one doing it.

"My balance distorter beam has stopped you," the creature said in a delighted voice. Before He-Man could respond, a sharp pain exploded in his head. Then there was only darkness.