He-Man and the Masters of the Universe (1983–1985): Season 1, Episode 43 - The Mystery of Man-E-Faces - full transcript

He-Man.

And the Masters of the Universe.

I am Adam, Prince of Eternia

and defender of the
secrets of Castle Grayskull.

This is Cringer, my fearless friend.

Fabulous secret powers were
revealed to me the day I held

aloft my magic sword and said,
by the power of Grayskull.

I have the power.

Cringer became the
mighty Battle Cat, and I

became He-Man, the most
powerful man in the universe.

Only three others share this secret:



Our friends the Sorceress,
Man-at-Arms, and Orko.

Together we defend Castle Grayskull
from the evil forces of Skeletor.

Oh, no, oh no.

Whoops.

Oh no!

Oh come on,
you bothersome balloons

I've got to get everything
ready for the Queen's party.

Oh, work, work, work.

If I'm not charging
around as that brute,

Battle Cat, I'm serving
refreshments at the palace.

I need a vacation.

What did you say?

I said why don't
you watch where you're going?

Me? It was your fault.



Was not.

Was so.

Was not.

Was so.

Was not.

Hey hold on here,
hey what are you guys doing?

You're supposed to be
helping with the party.

I'm sorry, Adam, but Orko...

I did not.

You two had better get this mess

cleaned up or you'll
miss our special surprise.

Surprise?

Well why didn't you say so?

Well, we got the room

all decorated.

So where's the big surprise?

Right there.

Yikes.
-Yipe!

If you don't care for monsters,
perhaps you'd prefer a robot?

What is your command?

Hey, I know who that is.

It's Man-E-Faces.

At your service.

Man-E agreed to be our
entertainment for the party tonight.

Take a look at the new
faces I've been working on, Orko.

It's Skeletor!

And now!

How about this?

Beast Man!
That's really scary.

Here's my grand finale.

Yikes!

Oh, oh, oh that's
the scariest one yet.

Well what's this?

A king-sized Orko?

Man-E-Faces, I'd like you
to meet Duncan, our Man-at-Arms.

My pleasure.

I've heard my
daughter Teela talk about you.

She says you're quite an actor.

Uh, I am, thanks to her, and to He-Man.

And now my friends I
must prepare for the show.

I'll see ya there.

What did he mean,
thanks to Teela and He-Man?

That's right.

You were away when it happened.

But I'll never forget it.

... and neither will I.

Well would
somebody please fill me in?

Well, it's
a long story, but once

Man-E-Faces wasn't the
kindly soul he is today.

And if you don't believe me, you can
ask our little friends the Widgets.

For, our story really begins with them,

and the monster that for several nights

had been haunting their fortress.

Do... do you think the monster
might be back tonight?

I sure hope not.

Did you hear that?

It sounds close.

Squinch, can you see anything?

Squinch, where are you?

I'm right here.

It's uh... uh...
it's scary up there.

Squinch, I'm warning you.

Yes the monster was
none other than Man-E-Faces.

But he wasn't the
friendly actor we know now.

In those days well, he was

solemn and harsh, a bitter outcast.

Go away you creepy creature!

Let me in!

Let me in!

You little worms!

I'll force you to open your door.

Stay back.

Cork, Squinch, fire
the signal flare and call He-Man.

Oh no you don't.

You're not calling anyone.

I'm in charge here and you can forget
about anyone coming to help you.

Hm, take a look, Beast Man, I
think you'll find this interesting.

Ah, who is he Skeletor?

I don't know, but
with most of our evil allies

in jail or on missions elsewhere
I could use his sinister power.

Get the Collector ready.

We'll leave for Widget Woods and
meet this mysterious stranger.

But Skeletor wasn't the
only one watching the stranger.

Zoar the Falcon had seen the
Widget's troubles and flew to tell me.

Adam?

Yeah?

Um, how about tur...
turning off the alarm clock?

Mm, we don't
have an alarm clock.

Well then, turn off the falcon.

Oh okay.

Falcon?!

I'm sorry to disturb
your sleep, my friends,

but the Widget people are
in dire need of He-Man.

Oh, Adam, I
need my beauty sleep.

Sorry Cringer, the
Widgets need He-Man and Battle Cat.

By the power of Grayskull.

I have the power.

He-Man!

Where are you heading to, this early?

The Widget
people are in trouble.

How about giving us a hand?

You got it.

Hurry up with
that food, I'm hungry.

Yuck.

I don't want this slop.

Bring me something else.

I'd like to bring
him a fast boot out the door.

No. Now Laurel,
we mustn't make our guest angry.

He's not our guest.

He's a bully. And we
should stand up to him.

What's going on
here? Where's my dinner?

I've had enough of you,
you funny faced weirdo!

Hey, put that down!

Widgets!

Huh?

Open your fortress, it's He-Man!

Cool! It's He-Man!

Ha, you're in for it now!

Widgets, can you hear me?

Widgets!

Tell him to go away.

Uh, uh, well uh, he he.

Go on, do it or I'll-

He-Man help!

We're trapped inside.

Hurry, Battle Cat,
they're in danger!

Ah, to the rescue!

Who are you?

I'm called He-Man,
and the Widgets are my friends.

Ah, picking on little guys huh?

How'd you like to take me on?

Stay back I'm warning you.

Careful cat, this
guy isn't all he seems.

Go away.

Don't laugh at me.

Everyone always laughs at me.

Give yourself up
we don't want to hurt you.

Three against one not fair.

Oh, now look who's talking
about what's not fair.

I'll handle this, Teela.

No, you won't catch me!

You're pretty tricky fella, but
we'll stop you if we have to.

Why, he's gone!

What... what am I doing here?

Welcome, stranger.

I am Skeletor and this is Beast Man.

You might as well make yourself at
home, because you won't be leaving.

He-Man.. that big ship..

I know Teela,
that's Skeletor's Collector.

Oh it figures, that creep
was one of the Skeletor's gang.

Was he, Squinch, I wonder?

Come on, He-Man,
you saw what he did to

the Widgets, picking on those
poor little squirts like that.

Hey, watch who you're
callin' a squirt, half-pint.

He-Man is right, my friends.

Though the stranger was hostile,

I sense there is no real evil in him.

He is a man terribly alone and afraid.

Well, he made us feel terribly afraid.

Sometimes, Squinch,
the ones who seem the worst

are the ones who need our help the most.

Ah, I'm getting a psychic
signal from Grayskull.

Skeletor is on his way
there to attack it.

Let's go.

We'll come too, He-Man.

Thanks, Kando, but if Skeletor is

behind this, we'd better face him first.

Bye, He-Man! Bye!

I've been watching you stranger.

Your ability to change your

faces, and your strength would be

of great use to me and my

conquest of this planet.

I don't work with anyone.

Yeah, but think
of the power we could share.

No one would ever laugh at you again.

Least of all He-Man and
those miserable Widgets.

I said no,
now let me out of here.

No one says no to Skeletor, fool!

I'll force you to serve me.

No!

Fool!

Beast Man, use your mental

powers to control that monster!

Ah! I-I-I-I-

I can't resist his power!

Your will is mine now.

Have to give in.

Have to obey.

Yes master what is your command?

After we use this dolt to
help us break into Grayskull.

You can have him for a slave, Beast Man.

A slave of my own.

Now I'll have someone,

to boss around for a change.

There's the castle.

Fire!

Only here at Grayskull are

my powers strong enough
to combat Skeletor.

I hope they are equal to the
test, this time.

She's fighting back,

but our mystic shields are holding.

Take our slave and get going,

you know what to do.

Oh, I can't keep
them away much longer.

Follow me, and do as I say.

Yes, Master.

Ah, the sorceress
is so busy fighting

Skeletor, her barrier around
the castle is weakening.

Here slave, start pulling!

Use your monster strength
to open Grayskull!

Beast Man and the
stranger are breaking in!

But I can't drop my
defenses to stop them!

Another few
seconds and Grayskull is mine!

Pull, slave. Pull!

Ah, it's working.

Ah, hurry, hurry cur,

she was almost open.

Let go of that rope fuzz-face.

He-Man?!

Slave, come help me!

I obey, Master.

I don't want to fight you.

I am not evil.

Please help me.

Get him. Get him!

No, I have to do it.

Beast Man commands.

Hold it.

The Sorceress says you're not evil, but uh,

we're not taking any chances.

Sorceress.

Use your magic to help the stranger.

I. think he's on our side.

The stranger?

Yes.

He's the answer.

Stranger!

Be a monster no more,

turn back to your human self.

I'm myself again,

the Beast Man's spell is broken.

Aah, aah!

Put me down!

Curse He-Man and that stranger,

they've destroyed everything.

Skeletor, help me.

Get me out of here!

What do you say we pay a visit

on old bone head, friend?

I'm with you.

Where did they go?

I think I know and I don't think
Skeletor is going to like it.

He-Man!

Your Collector isn't
welcome here Skeletor.

So we're shutting it down.

No.

I'll get you for this, He-Maaaan!

I fear even the bottomless gorge
will not stop Skeletor for long.

But I thank you for
your assistance, He-Man.

You too, stranger.

Yeah, sure.
Well, I guess I'll be going now.

Wait, you
might have been mean to

the Widgets, but we know
you're not a villain.

Who are you?

No one ever asked me that before.

People were always afraid of
me, and the things I could do.

Because I could change my appearance
they thought I was a monster

and since nobody wanted me around,
I, I became cold and cruel.

I learned to take what I wanted
from those weaker than me.

Like the Widgets.

Yes, but after my
encounter with Skeletor and Beast Man,

I know what it's like
to pushed around and bullied.

Thanks for helping me
understand myself, He-Man.

It's like the Sorceress
said, sometimes the ones

who seem the worst
need our help the most.

You're learning.

Well, if we've got a new

friend, I'd like to know his name.

Name? I never had one.

Not a real one anyway.

Then, we will give you one.

One that is fitting
for your many talents.

And many faces.

Hey, that's it!

Man-E-Faces.

Well after that,
Man-E learned to put his face

changing ability to good use

and became Eternia's most famous actor.

Which reminds me,
we've been so wrapped

up in your story,
we've probably missed his performance.

Hey, that's right!

Thank you, my friends.

Thank you.

And Man-E, could
help me with a problem?

Sure, Orko.

I can never remember anything.

How do actors learn their speeches?

By rehearsing,

we practice saying them again and again.

Well, that's what you have
to do if you're trying to

remember something from school,

say it to yourself
over and over again.

Rehearse it in your
mind just like an actor.

Say goodbye,
say goodbye, say goodbye.

What are you doing?
-Oh, I'm trying to

remember to say goodbye. Bye!

It worked.