On Primus, Caz introduces He-Man to Grot, the Primus gardener. They are interrupted bythe arrival of Hoove and Karatti, who have broken through the shield and are using a Terror Claw to tear up the garden as they search for the tubes which lead to Onnor. He-Man and Grot team up to destroy the Terror Claw and drive Hoove and Karatti away.
As night falls, Werban attends a secret meeting in the Oasis with Skeletor, who has promised he can bring peace. Skeletor tricks Werban, hypnotising him and placing a necklace around his neck which will keep Werban under his control.
The next day, Werban proposes to the Inner Council that they contact the Mutants and try to reach an agreement. Master Sebrian notices that Werban is not himself, and suddenly, Werban hears the voice of Skeletor ordering him to take the key to the shield. Werban steals the key and runs from the council chamber. Without the key, the shield is deactivated.
Adam transforms into He-Man and sets off to search for Werban, who has arrived at Levitan. The Mutants arrive in pursuit of Werban and the key, but are intercepted by the Galactic Guardians. In the ensuing chaos, Werban loses his necklace and is freed from Skeletor's influence. Werban realises what he has done and escapes.
Meanwhile, Skeletor has arrived on Primus, and orders Hoove to take the others Mutants and attack Onnor via the tubes. However, the Scientists are prepared for this, and have lined the tubes with Gepple's creation, 'Gepple's Goo', which prevents the Mutants from reaching the city of Onnor.
Skeletor tracks Werban down to the Oasis, but is intercepted by He-Man. Despite using his staff to create a monster to delay He-Man, Skeletor is ultimately defeated and forced to flee after his staff is weakened. Werban returns to the key, and apologises to Master Sebrian for his actions.