The Ordeal of Man-E-Faces

By T. F. Cooper (Based on The Ordeal Of Man-E-Faces, by Gary Cohn)

Under the warmth of two golden moons, the pervasive gloom of Eternia's War of Silence had passed.

In the many hamlets surrounding the Royal Palace at Eternos, nobility and common folk alike - every merry child, thrill-starved noblewoman and weary soldier - celebrated in grand, time-honored fashion with a magnificent feast to honor their kingdom's greatest heroes. A young actor known throughout the Light Hemisphere as 'The Amazing Man-E-Faces' had been called to perform for the King and Queen, and all at court joyously awaited his coming.

Upon arriving in Eternos, He-Man of Vines found himself once more surrounded by the familiar comforts and temptations of life in cities. A small, giggling sea of Man-E-Face's admirers rushed upon him, as he traveled the halls of the Royal Palace, and swept him away in a sea of perfume and ribbons. Every one of them a highborn gentlewoman of King Randor's court ..of every hue and costume known to man and each one, beautiful in her own way. When the throng of laughing women had passed, He-Man called to a pair of blue eyes that opened along the castle wall. So small was their small owner ..and resembling the gray stonework behind him ..that even He-Man's jungle-trained senses could not ascertain his presence. "Brother Tomas?"

Tom-Stone, as Randor's courtiers had taken to calling the young cleric, stepped forward from the limestone. Though the War of Silence had left him an orphan ..and imprisoned forever in a body of charcoal-gray rock, Brother Tomas's service to the king had won him an honored place in Randor's court and a small, but loyal, circle of friends. The most steadfast of them was a large, golden-haired heathen, who made his home on a mountain in the wild Vine Jungles. "You're late, Lord Adam. Again."

"And in a few years, you will understand why," the big, blond Vulnarian sneered devilishly. "Have you done as I asked?"

"Since his arrival in Eternos, I have shadowed Man-E-Faces' every movement," answered Tomas. He-Man, he recalled, before leaving the Royal City for the Heuay's Mountain, had told him almost nothing of why he'd wanted Man-E-Faces followed - only that he would know it, if he saw it. And, if he saw it, ..to run like hell. "No threat to the Crown is apparent, but my instincts tell me that Menifakles of Helos is more than just another circus changeling. There is more to his transformations than illusion, ..isn't there, Lord Adam?"

Many of the secrets that the gods had entrusted to He-Man's Vulnarian tribesmen had died with them, and those his king had shared with him were too terrible or magnificent to share with anyone else. Of them, he knew Menifakles's secret to be the most dangerous. "He is descended from an ancient, starborn race of warriors -- the last of his kind -- and when his alien side is awakened, he is ..not himself. Keep to the shadows, Tomas. Watch Menifakles closely, ..but from a distance. Be careful ..and warn me of even the least change in him."

"There is a face in Menifakles's keeping that we don't want to see -- isn't there?" asked Tom-Stone with trepidation, half-submerged in the stonework of the corridor. "You know something."

"What I know of that dread face could rip Eternia into three hemispheres," He-Man answered with grim certainty, the length of the corridor at his back. "Of it, I can say nothing, Brother Tomas, ..as to do so would forfeit the trust of the Ancients I serve. Forgive me."

"Forgive you, Lord Adam?!" Scantily clad in her golden armor and as imperious as ever, the tall, auburn-tressed Captain of the Guard marched at him from the hall's arched entrance. "You know how pleased I was, when King Randor bade this Man-E-Faces entertain us! Where in Shokoti's Bush have you been?! You were to escort me to the Great Hall nigh half an hour ago!"

Playfully, He-Man pulled Captain Teela to him - closer to him than she had been to any man, since the death of her lover, Sergeant Roberto Ruinzo. Aroused by the wild musk of her - the heat of Teela's laughter upon his skin, He-Man brushed his lips against hers and felt her need dashing hurricane-like upon his face. "Methinks I might please the beauteous captain all the more. Here. Now, ..as once I did in simpler times. Young Tom is gone. We are all alone..."

The gargantuan, wooden doors of the Great Hall swung open, as a screaming mob of terrified faces flooded the corridor, ..and Captain Teela, pushing her way through the horde, laughed heartily. "Alone, Vulnarian? Not anymore! To arms!"

The heat of loveplay behind them and armed with broadswords, He-Man and the Captain of the Royal Guard forced their way into the Great Hall. What played before their eyes sent both warriors to their weapons. A burst of violet energy flashed from the center of the hall, and all near drew back from it. It burned in mid-air for many seconds, crackling with a strange electricity, then took a familiar, but dreaded shape. He-Man, Captain Teela and her brave Royal Guardsmen surrounded the intruding party, ..and one in their company dared far more.

A young, robust sergeant, who complained often of being too long removed from the trials of combat, launched himself at the hooded figure, hurtling over the heads of His Majesty's assembled guardsmen, and even of his captain. Sword hotly in hand and mouth stretched in the battle-cry of his ancestors, he took the ground before the Enemy of Man too quickly to know that all below his ribs had been cut through in a blinding burst of hell-spawned light. Struck dumb with horror, two more guardsmen, the sergeant's loyal friends, had pitched their blades for the demonking's chest, when they too were hacked through with Skeletor's fiery black blade.

Swords drawn and flanking the King and Queen were their Man-At-Arms and his friend, He-Man of the Vulnarians, while the most highborn of Randor's company, those fearing for their lives more than how posterity would treat them, quit the hall in a desperate, shrieking mass of upraised hands, bulging eyes and gaping mouths.

"Retreat!" Captain Teela commanded the guardsmen, halting the rush into the demon's path. "Subsergeant Dagar, get Their Majesties to safety! The rest of you, fall back! My father, Lord Adam and myself are more than a match for this villain!"

King Randor, still fit from his warrior times twenty years ago, drew his broadsword ..and stepped out from the protection of his champions. "Though it cost me the lives of my beloved children, I did not hide from the Evil Horde, ..and I'll not hide now from the likes of you, Lord of the Wastes."

"You wound me, old foe," answered the Lord of the Wastes with feigned hurt, backing away from the monarch with his Havoc Staff before him. "That I, ruler of half of the world, was not invited to share in your great feast injures me beyond words, ..but I do not join your party empty-handed. I've brought a present, ..a surprise for Menifakles."

To the amazement of all present, the darkly handsome actor Menifakles leaped from his stage and swiftly positioned himself in front of the stoic Queen Marlena, shielding her body with his own. In the ensuing chaos, the shape-shifter had armed himself with the weapon of a fallen soldier and now aimed it at the Lord of Destruction. "Foul demon! I gave more than my life for a King of Eternia once -- long ago. If I must do so again today, so be it!"

"Take care, good Menifakles!" Teela warned over her armored shoulder. "Your courage is honorable, but Skeletor has already slain three of the Guard! Stand down!"

"Nay, warrior-woman -- I will not!" refused Menifakles. His outstretched arms tense with rage. "Once, I wandered the world lost, near death and persecuted by mankind, ..when this thing bade me drink from his cup. I had thought it a kindness. He has since haunted me from continent to continent, calling me from sleep to do his benighted work, ..but no more! No more waking with a stranger's blood on my hands!"

The Last Son of Vulnar came forward, the Sword of the Ancients gripped tightly in an arm thickly cabled with muscles. All yielded the ground before him, and Skeletor moved ever so slightly back. "Fiend of Infinitias, ..the War of Silence is over! You dare show your face here, when the dust has not yet settled on our warriors' graves?! You've dared too much!"

As He-Man lunged forward slashing at the skull-faced shadow looming before him, Skeletor spun his ebon blade into the fray, finding his every move matched by his opponent's. "Come ahead, then, Heuay Man, ..and I will dare far more."

Evading He-Man's assault, the Lord of the Wastes launched his ebon-clad form high over his enemy's golden head. From a flutter of black robes, the demonking drew his flaming Chaos Sword and spun it twice downwards, narrowly missing He-Man's heart and throat, before returning to the ground. There, Skeletor saw muscles capable of smashing boulders to dust swing the silvery Sword of Power forward, and was himself driven back. Not since ancient times had he been assailed with like fury. Pitched backward over the black marble tiles as He-Man advanced, he sprung back to his booted heels, Havoc Staff in hand.

He-Man turned to find the demonking in the air, his dark robes twisting over him - the black, flaming Sword of Chaos pitched for his heart. As Skeletor descended upon him, malignant, red sparks burning where eyes should have been, the Vulnarian felt his mighty arms nearly ripped from their sockets with the strain of parrying a lethal hurricane of sword blows. Though he was strong and fast - though he wielded the hoary Sword of Ancients - even He-Man found himself awe-struck at the ferocity of his otherworldly enemy's attack. Before the Snake Mountain King's heels rejoined the floor, already were his fiery blade and staff in flight against him.

The Lord of the Wastes struck his Havoc Staff against the black marble tiles of the floor and, for a moment, the world seemed to be turned to blinding, white liquid. All in his presence struggled to maintain their balance as the solid world buckled under them. No attempt they made to resist the magic that disorienting them proved effective. "Look! He-Man, Man-At-Arms and his daughter, Captain Teela, all strewn over the floor like used party favors, ..while I've not yet begun to do my worst!"

A cord of violet energy struck Man-E-Faces ..and brought him to his knees. There, upon his flesh, the energy solidified into a strange shape - that of a harness formed entirely of black metal, which girded itself about the man's broad chest, shoulders and twisted itself about his neck, forming a massive harness and collar. With a loud and seemingly fatal clang, it locked into place, ..and Menifakles began to change. Before the astonished eyes of all present, Menifakles's olive-toned complexion was warped into a grotesque canvas of green leathery skin and bulging veins, ..as muscles swelled to more than twice their original size.

The Great Hall echoed with the wild, horrific howls and snarls of the thing that had been Man-E-Faces of Graylot.

So distracted was Lord Skeletor by the realization of his dark ambitions, the perverse, hulking mockery of humanity crouching at his side, that the Snake Mountain King did not notice the large, bronze man lumbering toward him from the center of the hall. The Sword of Ancients set firmly in hand, He-Man stepped over the weary forms of the warriors brought low by Skeletor's treachery, moving forward on unsteady legs. Then, his will exhausted by the demonking's psychic assault, the Lord of Vines crashed to his knees. "Release the actor from whatever foul magic you've worked upon him, ..Lord of the Wastes. If it is war you seek, ..seek it ..with me!"

"It is power I seek, Vulnarian," Skeletor raved from behind his grotesque, golden skull mask, "and I will have it, ..once I've sacrificed the Holy Warrior's mortal daughter to a bloodthirsty demon! When Mighty Teela's divine enemy has granted me the power to breach Grayskull's gates, I will split open its secrets upon the heads of mankind!"

Skeletor swept his ram-headed staff over the ensorcelled party, still disoriented by his vertigo magic, as Teela the Duncan's unconscious body materialized in his monstrous servant's arms. "Man-E-Faces, take the woman!"

On hands and knees, as even the floor before his eyes rippled beneath him, a pitiful figure crawled toward the gloating Enemy of Man. Man-At-Arms stretched an arm out into the air before him, ..faintly waving it from side to side, as if to part the curtain of sorcery clouding his mind. "No, ..foul being -- I will ..not allow ..."

"You cannot stop me, Dog-At-Arms -- no one .." The demon turned. Seemingly startled.

Rushing from the dusty rose stonework of the palace's walls, as if from behind a curtain, a slender phantom of solid, gray rock barred his exit. The boy golem, Tom-Stone, unsheathed his blade and poised it for the demonking's throat. "Leave the woman in peace, Lord of the Wastes ..or perish!"

"You would do well to keep to your prayers, Brother Tomas," the Snake Mountain king menaced, raising his Havoc Staff. Eerie, red light flickering in the hollow of his eye sockets. "You are a long way from the safety of your church!"

"And you're closer to Oblivion than you think!" A flash of silvery metal ripped through Skeletor's exposed side, as young Tom vaulted over his armored shoulders. In mid-flight, the bold youth whirled his blade at the demon's cloaked back, when a burst of light from Menifakles's weapon drove him swiftly to the floor and onto his back. Dazed, Tom-Stone did not feel the ebon robes brush against the gray of his cheek, as Skeletor stepped over his body.

The Great Hall echoed with the Lord of Destruction's cackling laughter. A bright, violet light flashed before his path, ..and with Teela and Menifakles, he vanished into it. "Sleep, fools! Tomorrow, Grayskull will be mi-iinnne!"

With the Dread One's hasty exit, all present high and low were released from the benighted thrall of his power ..and as one labored to stand. One among them, Titus Duncan, got to his feet, but still found himself dazed. The fate he had witnessed befall his beauteous daughter had left him in a nigh mindless state. The scene of her abduction still playing before his eyes. "Grails of Procrustus -- not again. Not again. Not a year since the War of Silence and -- WHERE IS MY DAUGHTER?!!"

"I'll find her, Duncan," grunted He-Man nearby, climbing to his feet once more, "and when I do, no force on Eternia will save Skeletor from my wrath!"

"Wait!" A voice cried from over the protests of Teela's loyal soldiers. It's owner, much shorter than the assembled warriors, slipped between them to He-Man's side. "Captain Teela has been my friend, ..while many've shunned my very shadow. I will give my life to save hers!"

"An' what are ye, but shadow, young Tom-Stone?" a young soldier asked. "Creepin' unseen along the walls with spiders and rats! Leave fightin' to flesh n' blood folk, boy!"

"Aye!" snarled another soldier. "'Nuff demons n' such, where we're goin', without sufferin' us one more, ..even if the Vulnarian prefers his company to ours!"

"Abuse this boy further, soldier," He-Man answered, glaring down into the cowering guardsman's face, "and you'll have more of my company than you'll like."

"Enow!" a voice boomed over the others, ..and the soldiers stepped aside to admit King Randor. "This warrior stood next to me in pitch battle! Stone or flesh, young Tomas has earned his place among you! Now, he will guard your Queen and myself in his Captain's stead, until good Teela is safely returned to - eh? What is ..?"

The court fell silent.

A piercing screech was heard overhead, stirring the eyes of Randor's court to the Great Hall's magnificent domed ceiling, where the exploits of all the king's before him had been painted. From the bright red of one of the Great Hall's stained glass windows, soared the heroic falcon Zoar, as if from a cloud. Downward, the winged warrior glided, before finally  perching on an alabaster bust of King Freenorn the Strong.

The King of Eternia, whose brave hand liberated mankind from intergalactic oppression, drew back from where he stood. As did young Tom-Stone behind him. Nearby, Man-At-Arms, though still grief-stricken by his daughter's abduction, did the same -- joined by good Queen Marlena and the Archbishop Telmat. Before their eyes, a brilliant white filled the center of the Great Hall. It's presence defied all reason and shattered the senses of those, who dared gaze upon it.

All present, save the Avenger of Man, stepped back from its intrusion. "Mighty Teela?"

A broad-shouldered woman, at least three heads taller than the tallest man any of King Randor's court had ever seen stood, where seconds ago only bright green light radiated. Dressed in the coppery hide and skull of the slain desert dragon Dunamyr, the warrior-goddess Teela extended her golden Rod of Order in one brawny arm.

I heed your call, souls of Eternia, ..but swiftly. Once again, is Castle Grayskull in great peril. Now, must we Warrior Ancients prepare to defend her secrets.

Bowing his respect, He-Man entreated the Holy Warrior, "Goddess of Justice and Friend of Man, ..our comrade, Teela the Duncan, is lost to us -- captured by the Lord of Destruction. If it is your will, send me to her side that she might know vengeance! If it is not, leave us in peace, ..and I will proceed alone."

That portion of the stone-laden floor the goddess's cobra-headed staff touched rippled like water. The hall shook, and beneath its sparkling surface images took shape. "The Waters of Truth are my sister Heuay's charge. Only he, who lies in covenant with her, may share her vision. Kneel before the Waters of Truth, He-Man of the Vulnarians, and look therein."

He-Man knelt at the edge of the goddess's otherworldly display of power. Behind him, battle-hardened soldiers and jaded courtiers knelt also, as did the King and Queen. Before the bronze-skinned warrior's eyes, a grim scene played out in the depths of the small pool.

In the water, a grand and gaudily painted chamber took shape, just as if on the other side of a glass - its walls decorated with costumed figures painted in black and red ..and lit by torches in golden braziers mounted along the wall. Under the shadow of its domed ceiling, the Lord of the Wastes moved toward what looked to be an altar, a slab supported by a massive block - both formed of polished, black stone. Upon the altar, was a large roll of white fabric bound by a single, golden cord, and some paces beyond the altar, He-Man found himself distracted by another sight, ..taking shape over what appeared to be the wide and shadowed maw of an open pit.

What climbed out of the pit was taller than three men stacked heel to scalp from the ground. Grotesque in its size and carriage, but as beautifully formed as any mortal woman of normal size. Its skin was colored an inhuman metallic gold. Its costume was composed of black rhinoceros hide and was trimmed by steel armor, ..and in the monstress's hand was gripped a scepter, atop which sat the an enormous black orb.

Having guided Queen Marlena to her husband's side, Titus Duncan rushed to the pool's edge. He looked down at the watery miracle before him, but saw only his own haggard reflection. He thought to dash his hand into the waters and pull his daughter free, ..but what he knew of the waters stayed his hand -- they were death to all but the Heuay Man. "I must know my daughter's fate, Lord Adam! What do you see?"

The young man kneeling beside him did not answer Duncan's question. The words would not come to him. He dared not speak them. "You must stay here, Man-At-Arms -- for if I fail, ..the protection of Eternia will be your charge!"

"Tell me what you see, Adam!" the old man growled, gripping one of He-Man's broad shoulders.

In the Waters of Truth, He-Man saw the bloodthirsty goddess lean forward over the pit's edge. Her massive, armored bosom heaved. Her crimson lips curled back to reveal a large band of white teeth ..that seemed to sharpen into knives with her every labored breath. "I have traveled a great distance to reach this plane, Lord of the Wastes - out from the putrid, rotting bowels of Oblivion and over vast, shadowed wastelands! Wher-rrre ..is the victim you promised me?"

Powerless to contain his dreadful astonishment, the big Vulnarian turned back to Man-At-Arms. His fingers hurried to the hilt of the ancient weapon secured upon his back. "It is the Goddess of Slaughter, Duncan. She, who made the Chaos Seas from the blood of her fellow dark gods! Jondar's Beard -- it is ..Evil-Lyn."

"There is no more time!" exclaimed the Lord of Vines, turning from the horrors at play in the small pool - Man-At-Arms at his side. "I must travel to the Evil One's lair with due haste!"

"Castle Grayskull calls me to arms, my friends," beckoned Mighty Teela, the Holy Warrior from whom Man-At-Arms' daughter took her name. "Take up thy weapon, Avenger of Man, and smite it upon Fierce Heuay's waters! Let your righteous outrage carry you unto your destiny!"

From under a leonine mane of golden hair, Lord Adam glanced over his shoulder at King Randor comforting his beloved Marlena. Though the monarchs treated him as their own son and accorded him all the favors of a man nobly born, for their own protection, he could not tell Eternia's rulers that he was indeed their long-lost heir, Prince Adam of Eternos. Now, as he prepared to enter the savage Shadow Lands, the secret he'd withheld from them since burying his tribesmen a year ago clawed at his throat.

Beside him, Man-At-Arms gripped his massive bronze shoulder reassuringly. "I'll take care of them, my friend. Go. Bring my valiant daughter home."

The Sword of the Ancients gripped firmly in his right hand, the Vulnarian turned back to the Waters of Truth and, roaring his outrage, swung his blade downward with such force that he was pulled with it into its mystic waters ..and sent tumbling from them onto a black, marble floor.

Glaring up into the eyes of the gold-skinned titaness hovering before him, he steadied his sword arm ..and advanced toward the open pit. "There's no victim here, Evil-Lyn! Only He-Man of the Vulnarians, ..who stands ready to destroy you!"

From behind, he heard a gauntleted fist tighten around something firm and metal. With nothing more that the sound to guide him, he loosed the double-headed battleaxe from his harness and hurled it backwards. Only after he heard a haggard gasp and a metal clang against the floor, did he glance over a shoulder to find his axe returning to his hand ..and the Enemy of Man struck down and parted from his dread Havoc Staff.  Then, returning his glare to Evil-Lyn, he gripped his hoary blade in both hands and brought it before his broad, bronze chest. "Let Teela go, warrior goddess, ..or join the other dark gods in the Sea of Slaughter!"

"You forget, Vulnarian dog, that mine is the hand, which slaughtered them! I have sacked their kingdoms for powers beyond your comprehension! What chance have you of bringing me low?" In one great stroke, as He-Man drew in a deep, sharp breath, the enraged goddess brought her scepter down upon her mortal enemy.

The Vulnarian met her assault with his shield, but his knees buckled under its weight, and the shock of it drove the breath from him. What air and will was left to him, He-Man gave to hatred, a crimson, righteous hatred uncompromised by his martial code, and hurled his axe for her golden thigh. The blood let from his attack sizzled on the flames behind her, ..and the goddess's scream shook the walls of her temple. "Slut! Not even midnight, ..and I'm all over your thighs!"

A lightning swift strike of her scepter drove her Vulnarian enemy into the ground like a nail, and the groan he gave filled her ears with triumph. She raised her scepter again and again - each blow sending her mortal foe deeper into the ground, as he struggled to stand! Struck with disbelief at his resistance, she assailed the Vulnarian with blows that had shattered mountains, until a cloud of dust gathered from the pulverized rock beneath his feet. She savaged him, only to find him standing defiant, when the dust had cleared. "The night is young, jungle cur, ..and you will be bro-oo..."

A look of horror took the golden goddess's gloating face. It was not remorse He-Man saw there, but fear. In that instant, the beauteous devil Evil-Lyn began to fade. "Sacrifice the warrior-maid now, Lord of the Wastes! I can be denied no longer! I will rip open Grayskull like a rotten fruit and baptize your priest-kings in her ancient nectar, ..but the blood of the Holy Warrior's daughter must be mine! Kill her!"

A black shape pushed itself up from the marble of the temple floor. The Enemy of Man gestured to his Havoc Staff, ..which flew to his gauntleted hand, and directed it toward the shadows. Rushing from them and running on all fours, a hulking, green-skinned creature, wearing Menifakles's black rubber armor, leapt at He-Man.

He-Man's shoulder smashed against the floor, as he tumbled backwards, pinned beneath the snarling demon that, mere hours before, had been the merry thespian, Menifakles. Like vises, two leathery, green claws tightened about his throat, and though the strength of the Warrior Ancients flowed through his sinews, the big Vulnarian could not move them.

The Lord of the Wastes raised his sword to slay the barely conscious captain, ..but was hurled back by an invisible force. Through the gaping sockets of his skull-like mask, he found Teela awakening as if from a dream and averting his assault with a weapon of her own. "No! I-it ..cannot be!"

With skills wrought from her father's training, the beauteous captain sprung from the slab and marveled at the black, cobra-headed staff in her hand, as much a twin of the Goddess Teela's divine weapon as of Skeletor's Havoc Staff. "Your cursed blade once gave me flesh and form, Dread One! Now, it has given me more!"

With a monster's hands at his throat, He-Man drifted in and out of consciousness.

In his delirium, he saw the gaudy colors of Evil-Lyn's temple swirl into one, grotesque composition and the world before his eyes darken. The Sword of Ancients was loosed from his hand and too far out of reach, ..but he was still aware of his fists - fists that had, more than once, reduced cliffsides to dust and smashed through the titanium hulls of death-dealing machines. With all of his might, He-Man slammed one of his fists into the man-monster's rib cage. He felt the stunned creature's grip slacken and, with one arm, drove it backward with enough force to send it tumbling away from him, ..as Skeletor raised his ram-headed staff toward the altar, where Teela stood.

A burst of violet, hellspawned light cleared the distance between the Lord of Destruction and his armored foe, hammering Teela the Duncan against the altar's side. Dazed by the blow, she did not see the second burst of light directed toward her. It was a spell wrought from the magic of the ancient Serpent Gods of the Dark Hemisphere, and its strike would have rendered the amazon paralyzed and defenseless, ..had it struck her.

Skeletor raised his Havoc Staff, and Teela saw the air before him twist into a torrent of violet lightning. Instinctively, she raised the strange, new weapon in her hands ..and found her enemy's attack reduced to harmless sparks. "By the gods, what sorcery is this?!"

"A shadow of Mighty Teela's Rod of Order, it seems," her skull-faced foe suggested, as he assumed a defensive position, "and burning with a power that might rival my own! The dark magic that cut you from her heart have now completed their work!"

Captain Teela brought the weapon before her armored bosom, ..her mind filling with the voices of the Ancients. "Then, by Zodac's Black Gun, let it be power enow to send thee back to the fires of hell!"

A bright cord of emerald light ripped from the woman's cobra-headed weapon, and Man-E-Faces threw himself in its path. To Teela's amazement as much his own, the green-skinned monster Skeletor's power had made of him was no more. "Menifakles? You are cured?!"

"I ..don't know!" the actor choked, rising to stand. "Don't know what this devil's done to me ..or how many more lives will be claimed by it! Two men have already died at my hand this day, ..and even now, ..feel a rage eating away at my insides ..that I cannot ..contrr-rrro-ooolll! Run-nnn, woman!"

Before their stunned eyes, Menifakles's face twisted with insane rage. The olive golden of his skin rippled into a sickly green. Screaming in agony, as yet another metamorphosis overwhelmed his body, he seized the Lord of the Wastes and hurled them both over the stone-laden lip of the open pit.

"Menifakles!" Teela called after him. She was a proud woman. The desperation in her voice echoed through out the dimly lit temple, ..mocking her. But Menifakles did not answer. "Did you see his face, Adam? He gave his life ..to save ours."

"Menifakles was a good man, captain," the Vulnarian answered, unsheathing his Sword of Ancients. Though, he saw that grief colored beauteous Teela's face, but offered her no consolation, choosing instead to remind her of the enemy they faced.  "We will honor his sacrifice ..in battle."

"Plans, Lord Adam," Captain Teela grunted to He-Man, sounding every bit her father's daughter. "She has magic. She towers over us. How do we bring the battle to Evil-Lyn?"

"We don't," the Vulnarian answered, but his attention was on the black shape twisting over the pit. "We bring Evil-Lyn to us! Your staff .."

"This staff is a goddess's weapon - not mine!" Teela stopped him. "I don't need or trust ..!"

He-Man looked on in amazement, as the black rod in Captain Teela's hands shaped itself into a longbow. Arrows filled her free hand, and each was tipped with silver. "Then, ready your arrows, woman. It is time."

From within the black shape, light flashed. Golden light ..and fire. Fire that swept out from the black storm and scorched the walls of the temple, tearing loose masonry as it went. The Lord of Vines raised his shield and pulled the Captain close to him, protecting them from the savage barrage of falling limestone blocks.

Even before he lowered it, he knew what he would find.

"You have been marked for sacrifice, little goddess," the demoness hissed, hovering over the pit. "All that remains is for you to die, ..and I need no priest's blade to send you to me! And you, Vulnarian -- you hurled my brother, Val-Kun, from Mount Esivisu! Though I fade, I will take you both with me ..into the maws of Oblivion!"

"Teela!" the Vulnarian roared to Man-At-Arms' daughter, ..but the warning came too late.

In one golden fist, Evil-Lyn drew her mace high above her ebon-crowned head ..and, with inhuman speed, brought it down against the temple floor! The resulting cataclysm cracked open the ground where her mace struck, hurling her mortal enemies backwards and apart amidst falling debris. A thick gray cloud of dust swept over the destruction, and the angry warrior goddess lingered above it, surveying for any hint that her enemies survived the attack.

A blackened chain snaked out of the cloud and around her neck, forcing an ugly, guttural choking sound from her throat. Evil-Lyn clawed at it, pulling at it with all of the diabolical strength in her keeping, but it would not budge. She struggled against it, only to find it drawn tighter against her beautiful, golden neck, and through the dust, massive arms drawing it taut toward the ground.

Senses trained in the most dangerous jungles known to man, pierced the dust and locked onto a familiar breathing pattern, heart rate and musk. To He-Man's relief, Teela the Duncan lived. "Now, Teela! Your arrows!"

A flight of arrows pierced the dust cloud and buried themselves in Evil-Lyn's gargantuan chest and stomach. The warrior goddess growled, as she struggled with the giant chain around her neck.

"Again!" the Vulnarian cried.

Another flight of arrows sank into Evil-Lyn's massive shoulders and more still, into her chest, as his enemy choked, and He-Man gave the chain a brutal tug. The monster strangling at the end of it gasped and clawed at her throat, as He-Man looked on. "You recognize this chain, demoness?!  It's the same you used to bind your cursed brother, Val-Kun, to Mount Esivisu! Pure Infinitian korodite ..and nigh unbreakable!"

He-Man saw the air between Evil-Lyn and her mortal enemy ripple like the surface of a lake, as if reality itself was cowering before the mad goddess's stare. He did not understand how the gods created the wonders they did, but he knew it was within their power to alter the laws of nature as they willed fit ..and with little more than a thought.

"Demoness! Choke on my wrath!" Teela the Duncan charged from the dust, her broadsword at ready. Her bosom heaving and teeth bared.

"No, Teela!" The Vulnarian's warning came too late, and he saw the woman hurled backwards by an invisible force - then, struck against the black marble floor onto her back. The bold captain did not stir from where she fell, and He-Man's mind courted the worst.

He would pay for that moment's distraction.

Giant, golden fingers snaked around his torso, clamping shut upon their prey like jaws. They tightened across the Vulnarian's ribs and thighs, tearing him from the ground and forcing the air from his massive chest! His heartbeat climbed into his throat, and though he struggled against them, calling upon the collective strength of his slain tribesmen and of the Ancients, the giant fingers could not be budged.

Though the goddess of slaughter crushed him with the weight of ten mountains, even as she labored to claw the korodite chain from her throat, Evil-Lyn's mortal captive yielded nothing, ..and for a time, they glared into each other's eyes - the mad hatred of countless millennia dashed against a will forged in the furnace of Vulnarian brutality. "Release me, Vulnarian, ..or see your woman drown in the Chaos Sea! If I fade to Oblivion, you ..fade ..with me!"

With one massive, thickly muscled arm - with bulging sinews therein, which had broken the giants of the Evergreens in twain - the Lord of Vines drew snarling Evil-Lyn before him ..and drove his Sword of Power deep into her golden throat. "Bitch of Infinitias, ..lead on!"

The warrior goddess's eyes bulged. She gasped, clawing at the black chain around her neck, but her crushing grip upon her mortal victim's trunk and legs did not give. Her let blood sprayed over her chin and giant breasts, drenching He-Man in a torrent of dark red, as he poised his blade for another blow.

Again and again, her enemy, roaring like a wild beast, slammed his broadsword - its silvery metal singing with the rage of the Ancients - into Evil-Lyn's throat, until one last, brutal strike nearly decapitated her. The goddess's grip slackened, and He-Man, slick with her blood, ripped his blade free of her golden flesh, released the korodite chain and tumbled onto the temple floor.

"N-nno-ooo! I ..am ..eternal!" Evil-Lyn slumped onto her knees, clutching her throat, while the thick, black chain spun free of her neck - the beautiful, golden mask of her face struck dumb with disbelief, as centuries of wine-dark life rushed from her ancient body. As He-Man looked on, a fiery tide of crimson energy twisted out of the pit and dragged the evil warrior-goddess below. The korodite chain around her neck rattled to the black marble floor, unstained and unbroken, ..as if its prisoner had never been.

A hand closed upon He-Man's shoulder, and he spun, sword in hand, to find Captain Teela ..barely able to stand and ensnaring his upper arm for support. The warrior's broad, bronze face and blue eyes stretched wide with gratitude to his gods. "Blade of My Brothers! Teela ..?"

Finding herself swept up into Lord Adam's massive thews and her lips covered with his own, Man-At-Arms' daughter eased into his embrace, enjoying the strain relieved from her weary legs, as much as the familiar warmth of his body - even covered, as it was, with Evil-Lyn's blood. Her lips lingered on his, until she could no longer breathe, and her hands were flattened against his chest in uncharacteristically gentle protest. "You reek of wine, my friend! Now, what of Evil-Lyn?"

"Evil-Lyn is no more," the Lord of Vines explained. "As I'd suspected, the Sea of Slaughter was the source of her power. It flowed through Evil-Lyn's veins! Once she was bound by the korodite chain, wounding her was the end of it - almost! Tried to cut off her damned head, but she fought me!"

Weakly, Captain Teela pushed herself away from He-Man - her body racked by laughter. "Of course, she fought you, you dolt! You tried to cut her bloody head off! Now, where in Shokoti's Bush are - Adam?"

"The pit, woman." The big man's eyes narrowed toward the smoking hole in the center of the chamber, as Teela looked on. How quickly the Vulnarian turned from playful lover to hardened warrior had always chilled her, but he ignored the captain's nervous silence. "Something stirs there, ..just beyond the mists. To arms!"

"No ..." In the black rubber armor he'd worn on stage in Eternos, Man-E-Faces climbed from the pit. His humanity restored, the tall, beautiful man staggered toward Teela ..and collapsed in her arms. "Forgive me, ..warrior-woman. I meant no harm."

"I am not finished with you, Menifakles," hissed the dark shape hounding him from the edge of the pit. In the mists, it stood upright and showed its ugly, skull-like mask to its enemies. A ribbon of violet energy twisted from Skeletor's ebony blade and struck Menifakles in the back, driving the man to his knees. "Evil-Lyn is gone! Grayskull, once more, beyond my reach! But you, Menifakles -- you are still mine!"

With renewed hatred, the Enemy of Man attacked.

From his ram-headed Havoc Staff, a burst of light illuminated the gold and crimson figures painted on the black marble of the temple walls, which began to move of their own accord. A sextet of elongated, shadow-like figures leaped from one of the ancient wall paintings and surrounded He-Man and Captain Teela. Each armed with spears and sabers, they dug and swung at the warriors with a fury that matched their hooded creator's. So implausibly thin were they that the devils appeared to move in and out of reality with every swing and thrust of their blades, ..until the battle revealed them to be more than living shadow.

One of the things began to bleed. Thick, dark red paint..

Man-At-Arms' daughter grunted at a gash freshly opened on her shoulder. In broad, swift strikes she retaliated, wounding another of the phantoms. "Blood, Adam! Do you smell it on them? These walls were painted in human blood!"

"The blood of her fellow dark gods ..and of victims sacrificed to Evil-Lyn over thousands of years!" shouted He-Man from behind her. Driving two wraiths from him, he neglected a third and saw his korodite shield loosed from his arm and tumble away from him. A draft on his skin drew his attention to the wide gash ripped into his arm. "Leave me, Teela! Use what power remains in your staff to free Menifakles from the demonking's spell!"

"Fool!" Teela growled, battering back the wraiths with her sword and barely escaping a blow pitched for her heart. "They're six to your one! Even you ..!"

Without warning, the Vulnarian hurled his enchanted Sword of Power high over his head and behind him. Over his shoulder, he saw Captain Teela duck, ..and three, headless wraiths collapse into pools of black and gold oil. In shiny, serpentine cords, the darkness slithered back to the walls from which their undead master had conjured them. "Now, they're three! You're in my way!"

At He-Man's back, Teela the Duncan kicked and slashed at the wraiths with her blade. In a sidelong and backward leap, she hurled herself over He-Man's head and into the Lord of Destruction's path, as he attacked Menifakles. The stream of bright, violet energy directed at the injured thespiamorph struck her in the ribs like a fist, even through her armor. Loosing the enchanted weapon from where she'd tethered it upon her back, she brought it before her. "I will not allow you to pervert this poor fellow to your wicked ends, demon. I'll strike him down myself first."

"Strike him down, then!" raved Skeletor, as he approached with his Havoc Staff in hand. "Become once and for all the bloodthirsty warrior-goddess I created at Point Dread twenty-one years ago! How can you stop me, captain, ..when you are as much mine as is Menifakles?"

Once more, the actor known throughout Eternia as 'Man-E-Faces' had been turned into a horrifically muscled, green monstrosity. Glaring at Teela through mirthless, bulging, red orbs - his clawed hands poised for rending and tearing her flesh - the thing lumbered toward her. A low, inhuman growl rumbled from its throat.

"You cannot fight my new minion and me, girl," the Lord of Destruction threatened, from behind his golden, skull-like mask, "and compared to his strength, even He-Man's is nothing! Who will save you?! Surrender, ..and I will bid the demon slay you quickly."

In her hands, the night-black rod trembled with otherworldly power. From its spear-like head, flashed a bolt of jade-colored lightning that drove the transfigured Man-E-Faces slightly backwards in his master's direction. Before Teela's eyes, the monster Skeletor had made was changed back into a man. "Duncans never surrender."

"Impressive, girl! Most impressive!" mocked the Snake Mountain King, raising his ram-headed Havoc Staff and pointing it at accursed Menifakles. An unholy flash of purple energy erupted from Skeletor's weapon and, caught in its malevolent grip, the afflicted man was once more made a monster! "And the weapon in your hands -- so like your mother's Rod of Order, but coursing with the venom of mine own Havoc Staff! Perhaps, when Menifakles is of no more use to me, ..there will be a place amidst my priests for you!"

When the last of the phantoms conjured from the temple wall had been vanquished, Lord Adam, Sword of Power in hand, rushed to the aid of his embattled comrade, Captain Teela. As he looked on, the battle raged back and forth, with poor Menifakles trapped between the two foes.

Menifakles clawed at his own face and chest, as if to cut his soul free of his tortured flesh. His mouth stretched wide with the agony of his repeated transformations. His skin warping from hellish, inhuman green, ..then back to warm, ruddy olive! His sinews swelling from their natural, healthy state into the gargantuan muscles of something more beast than man.

The Enemy of Man roared, as his Havoc Staff forced the thespiamorph to his knees with an unrelenting wave of violet fire. Though it demanded every measure of her strength, his opponent, a half-goddess, struggled to keep the divine weapon she held from ripping itself from her hands. Neither had gained the upper hand, ..when a violent burst of light sent them both to the ground.

In the black cloud between them, something groaned ..and stood upright.

"By all the gods," He-Man muttered, as he approached it.

The thing that was once Man-E-Faces lumbered forward on two sturdy, metal legs.

"Menifakles!" Teela cried rushing over the temple floor to hold him up. "Menifakles, ..what've we done to you, my -- what is that sound?"

Through the mists, icy blue eyes fixed on a hooded shape and He-Man loosed from his harness the double-headed, korodite battleaxe of King Simyran, a weapon to which enchantment gave the power to see its prey. He-Man pitched the axe for the Enemy of Man's chest, ..and an apocalyptic flash of violet forced his eyes shut.

He opened them to see the weapon driven toward his own head. Barely in time to rip it out of the air, as hellish laughter echoed throughout Evil-Lyn's sanctum.

Fare thee well, Heuay Man. Give my regards to your dead tribesmen.

The King of Snake Mountain, murderer of the immortal Vulnarians, had escaped his vengeance. Again.

He-Man turned back to the pitiful thing that had been brave, tortured Man-E-Faces, the fool, who had so valiantly protected his mother, the Queen Marlena of Eternia. Now, a cold machine behind whose iron mask the secret of Grayskull was lost forever. A bright green radiance pulsed from lifeless, glass eyes. "It's the harness Skeletor bound to him -- the one that forces the changes upon him. He's merged with it, I think."

Outside, Captain Teela walked to the edge of the mountain peak upon which ancient Infinitians had built Evil-Lyn's temple ..and looked down below. On every side of the mountain, an ocean red as blood dashed against the rocks. Above them, the already darkened skies turned to pitch. Lightning flashed. "Something's wrong. There is some kind of atmospheric disturbance, ..and the Sea of Slaughter is growing more violent!"

With nigh reluctance, He-Man recalled Skeletor's foreboding  farewell and unsheathed his Sword of Ancients.

He circled the man-machine, looking for any indication of the man he'd been, ..or anything remotely human. In his keeping were senses trained in the harshest environments known to man - the Vine Jungle. By the age of three, he could identify a man by his heartbeat. By the age of six, he could track a man across continents with nothing more than his smell. All of his senses told him that Menifakles was gone, and a machine had taken his place - a machine that had no use for him or Teela ..and no value of human life. "That beacon pulsing in his eyes -- I think Skeletor's sorcery has turned Menifakles into a living weapon. A bomb. The man we knew is gone."

Teela shivered. Something in her bronze-skinned comrade's voice chilled her. Something final. "He is going to destroy this place, isn't he -- and us with it?"

"He is more machine, than man now, Teela," He-Man answered, raising his broadsword and poising it to behead his afflicted friend. "Our lives mean nothing to him. Even if we live, we are lost in a realm ruled by the Lord of Destruction ..and his damned scientist-priests. If I die, let it be at Snake Mountain with a sword at my enemy's throat - not incinerated by this lifeless machine!"

Teela saw the Vulnarian swing his enchanted blade for the iron man's neck. With the grace and agility of a jungle cat, she hurled herself toward Menifakles into a series of acrobatic twists and flips. Over the temple floor! Springing up before him, just as He-Man halted his blade at her cheek! "No, He-Man! Look ..to the skies!"

From the stormy skies overhead, red light glared.

Something shaped like a man hurled itself downward into the ruins. Outfitted in dark red armor crackling with the screams of murdered atoms - his steps melting the black stone beneath his heels to slag - Zodac the Enforcer, likely the most feared being in the known universe, descended before them. Outside, the Sea of Slaughter calmed, and the howls of hurricane winds became as whispers. "Stand thee back, insects -- I will effect a final transformation ..and restore the truth of Menifakles's origins!"

The Lion of the Mallori raised his black gun, a weapon spoken of in the myths and folklore of every civilization on the planet, ..and fired.

Bathed in the cosmic rays of Zodac's infinite and mysterious Master, the iron thing that was Menifakles glowed white-hot. Its face warping once more into a leathery, green and skullish horror. "This is my true face, Lord Adam. Thirty-thousand years ago, a raider clan of alien-human hybrids, masters of sciences beyond mortal knowledge, conquered and enslaved the tribes of the Evergreen Forests and Fertile Plains. They built a great, limestone fortress in the woodlands of Graylot, where they subjected humanity to the most heinous experiments in your planet's history, ..in pursuit of the secrets of the cosmos. That fortress is Castle Grayskull. My race came to your world to conquer it, Vulnarian. That is my true nature. That is why I must remain here, ..and you must go."

"Nay, Menifakles!" He-Man growled, seizing Zodac by the neck. His starfaring victim struggled to pry the Vularian's hand from his throat, but could not. "My dead countrymen knew the grim truth about Grayskull's origins for centuries! I'll not budge, until I know why Zodac deprived you of your memories so long ago, leaving you vulnerable to Skeletor's machinations! Endangering this world!"

From the eyelets of the cosmic enforcer's red and chrome helmet, a terrific scarlet brilliance blazed. "The ugly truth of Grayskull's origins is irrelevant! The suffering of Menifakles at my hand -- without import!"

With both hands, He-Man cast Zodac's armored bulk into a pile of rubble. As the cosmic enforcer stood to face him, the jungle-bred warrior unsheathed his Sword of Power. Its silvery metal sang with the outrage of the Ancients. "Tell him, Mallorine! Now!"

Once more, Zodac raised his black gun before him. A deafening crack shuddered the temple's black marble walls, ..and the big, golden-maned warrior was flung backwards and to the floor. "Before Castle Grayskull, humanity was on the brink of extinction. Its legend inspired a golden age of enlightenment and nobility, without which this piteous world would be a den of murdering, fornicating beasts. I deal in affairs beyond mortal comprehension, monkey -- do not pretend to understand them!"

"Four Grails," gasped Teela, helping He-Man back to his feet. In one of her hands, was the strange, black, cobra-headed staff she'd unwittingly conjured in a moment of peril. Emptied of its magicks, it felt slightly heavier to her - more real. She was strangely comforted by that. "If Menifakles's star-born race built Grayskull in its own image, ..who are the Ancients?"

"A half-naked, mortal woman named Teela from the Vine Jungles led mankind in revolt against us," Menifakles answered, "I forsook Clan Grayskull to fight at her side, and we drove the last of my kind into the Sands of Time. Until the Keldoric Age, the inheritors of Grayskull's secrets used them to uplift mankind ..and were believed to guide Eternia's destiny long after their deaths. These were your ancients."

"Now, its destiny is guided by men, Menifakles," He-Man said, extending his arm to Menifakles. "Come with us."

"A fool's enterprise, Vulnarian!" warned Menifakles, gripping his arm. "The monster and the machine are now parts of me forever! It is only a matter of time before the Enemy of Man tries to use those selves again -- before the instinct to conquer Eternia overtakes me! Swear to me .."

"I needn't swear to you what I've already vowed on my brothers' graves," He-Man smiled assuredly, clasping the thespiamorph's hand and wrist against his own. "I am the He-Man, ..charged by the gods of my dead tribesmen with Eternia's protection. I'll honor that bond, ..even if it means your death."

"I'll kill you too, if I have to, Menifakles," Man-At-Arms' daughter added offhandedly, over He-Man's shoulder. "That make you feel any better?"

"As will I," Zodac refrained mirthlessly from beneath his ornate, red helmet. "Your place is in the world of men, Man-E-Faces. Take it, ..and leave the nightmare I denied you for so many centuries in my dispatch."

The crimson-armored Mallorine Enforcer aimed his dread weapon at a temple wall.

With a boom that shook the temple floor, an oval-shaped portal opened -- through it, the golden plains of Eternos were spread as far as the eye could fathom. On a grassy hill in the distance, the rose granite rotunda of Freenorn Palace, home of King Randor and Queen Marlena, kissed the pale blue heavens.

In the span of a step, the monster that once terrorized a primitive planet had vanished. A tall, powerfully built, dark-haired adonis in black, vinyl armor stood in his place and, with an uncertain smile, joined He-Man and Teela at the edge of the ghostly doorway. Gingerly, he took the warrior-maid's arm and smiled. "I am told the King of Eternia doesn't like to be kept waiting, captain. Let's be off."

Casting a cold glare over his broad shoulder, He-Man followed Teela and Menifakles through the strange opening Zodac had made. "Your affairs almost cost me the lives of the people in my protection, enforcer. Will you ever leave their kingdom in peace?"

"Their kingdom, Lord Adam?" mocked Zodac, knowingly. "Had I left Eternia in peace twenty years ago, there would be no kingdom at all, ..and you would be dead. I serve the will of the Master of the Universe."

"Aye, you do, Mallorine," He-Man grinned malevolently, "until your Master decides He can do better."

Twenty years ago, Zodac guided King Simyran of the Vulnarians to a clearing in the Evergreen Forests, where the Vulnarian warrior killed two soldiers of the alien Horde Empire as they pursued an old woman through the woods. There, dressed in rags and dying under the shade of an oak tree, was the eldest daughter of the Royal Family of Eternia.

And in her weary arms, the fate of a world. A golden-haired babe she called Adam.

Closing the doorway behind the man he'd saved that day, Zodac the Enforcer took to his golden para-throne and returned to the heavens. His divinely appointed armor weighing ever so slightly heavier on nigh omnipotent shoulders.


He-Man, Skeletor, Eternia and all associated characters, names, images, comic books and minicomics are registered copyrights and/or trademarks of Mattel, DC Comics, Hallmark, MVC, Image Comics, CrossGen or other concerned copyright/trademark holders.  All rights reserved.