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Per wiki policy, Spoilers Off applies here and all spoilers are unmarked. You Have Been Warned.

Part 1

  • Skeletor managing to dupe the Sorceress by pretending he's initiating a standard scheme... before unveiling that her "He-Man" was always Faker, and managing to claim the Power of Grayskull. Sure, it almost destroys the universe and he ends up losing due to it, but it's hard to deny he's a Not-So-Harmless Villain.
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  • Special mention should go to not only Skeletor and He-Man's fight, but Skeletor effortlessly tricking He-Man into impaling him, opening the Hall of Wisdom... and refusing Evil-Lyn's healing, instead getting up himself to claim the Power of Grayskull. Villainous Valor in spades right there.
  • He-Man giving his life to keep Skeletor from destroying the universe.
    • He also does this while holding all the power of the universe with his bare hands.
    • Because of the need to use the Sword as a conduit, the final victory sees Adam as himself holding the swords, rather than as He-Man. Even Skeletor can't help but be impressed.
      Skeletor: He's just a boy! A boy who's holding the power of the universe in his bare hands!
  • Evil-Lyn initially seems to be plotting against Teela and Andra. However, not only do they figure it out from moment one, but she quickly reveals that she intends to join them.
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  • Beast Man really proving his worth as a warrior after constantly jobbing in his previous occupation as Skeletor's lackey. He makes his grand reappearance post-time skip by single-handedly rescuing our heroes from the clutches of Tri-Klops and his goons, and continues to pull his weight for the group from there. Later, when Adam is retrieved from the afterlife, Beast Man saves him from immediately dying again.
  • Man-at-Arms coming to save Teela and her party from Mer-Man and his forces.
  • Teela admitting her own fear, banishing the illusions with a glowing Battle Aura and summoning the Subeternian half of the Sword of Power.
    Teela: My fears are my own. The only power here is the power you gave me.
  • Orko rallying his spirits and casting magic completely properly, giving his life to stop Scare Glow.
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  • The epic forging sequence in which Roboto forges the Sword of Power from its two halves, using his own body to repair the divided sword.
  • The ending. Skeletor plays everyone, his own minions included, by hiding in Evil-Lyn's staff and, as Adam attempts to transform into He-Man, Skeletor claims the Power of Grayskull, impaling Adam from behind, re-recruiting Evil-Lyn and Beast Man, binding all his foes so they cannot stop him, and turning into a gigantic godlike being, declaring once and for all that he is Master of the Universe!
    • Especially when you consider that he had less than a minute to come up with this plan before he and He-Man got blown up in the first episode.
    • And what makes this even better? This is Skeletor—the guy who spent the entire original series getting his ass handed to him over and over again, never once getting a single win against his hated foe and constantly getting humiliated—actually winning for once in his life. Nay, this isn't the Skeletor of old; HE WON. No backstabbing on his allies part foiling him, no incompetence from him or his minions, no last-minute reprieve for He-Man and his allies and no censors keeping him from winning. The show really changed the dynamic for the franchise.

Part 2

  • Adam giving Skeletor a "Reason You Suck" Speech while he's still bleeding out, and demanding to be called Adam rather than He-Man. And then none other than Cringer coming to the rescue.
  • Duncan and the Sorceress holding off Skeletor long enough for Adam, Teela, Andra, and Cringer to teleport away.
  • After Skeletor kills Fisto and Clamp Champ and sends them to Subeternia, Adam reveals that the Sword wasn't the source of his power, just the conduit that tempered it, and unleashes it fully. The result is a feral hulk that can barely tell friend from foe, but also matches anything Skelegod can throw at him.
  • The entire fight between Savage He-Man and Skelegod; Skelegod is pulling out all the stops, using portals creatively, unleashing his magic, and going straight for the kill, whereas Savage He-Man is holding his own. It's a brutal brawl, completely unlike the fanciful One-Man Army action the franchise normally has, with He-Man's raw strength challenging Skelegod's sorcery.
  • The men of Randor's guard actually manage to capture Adam's Savage He-Man form long enough to talk him down.
  • Duncan giving Skeletor a "Reason You Suck" Speech by pointing out that while Skeletor has not relinquished the power once he became Skelegod, Adam would only use it if needed and no longer. That was made Adam so special wasn't that he had the power, but that he gave it away to anyone who was in need.
  • Evil-Lyn finally turning on Skeletor by seducing him, stealing the Sword of Power, and taking the Power of Grayskull for herself. Solid payback for his abuse of her over the years.
  • The Battle of Castle Grayskull in the last two episodes is just filled with awesome:
    • Skeletor and Adam teaming up against Evil-Lyn; Adam is just a Badass Normal by this point but holds his own against the most powerful being in reality, whereas Skeletor once again pulls out all the stops and steals the show between bringing Panthor, showing himself to be a solid fighter with his Havoc Staff, unleashing everything he has, and taking her on. Most notable of all, however? They work together. The two save one another multiple times, always keeping each other safe and supporting each other's movements. Adam is so impressed with their teamwork that he gives Skeletor the Power of Grayskull back, genuinely wanting him to help save the universe.
    • Teela becoming the first Sorceress who can leave Castle Grayskull, declaring that her goal is to protect the ones she loves rather than forsake them.
    • Teela talking Evil-Lyn down by showing her that there is beauty in the universe.
    • He-Man going to town on Subternia's forces once he's dropped off at the ground assault outside Castle Grayskull. It might be the the most lavishly animated and dynamic fight scene in the entire season.
      He-Man: I'll clear a path for you to get out of here. Find safe positions!
      Eternian: There are no safe positions!
      He-Man: Oh, there's one. Behind me! (charges at demons)
    • Orko's return not only has him saving Adam and Skeletor from Lyn but also defeating Scare Glow.
      Scare Glow: (Oh, Crap! face)
      • And when Adam, at last, regains the Sword and becomes He-Man anew...
        Orko (so smugly you can hear his smirk): Oh, you guys are in trouble now.
      • While it doesn't last long, he goes toe to toe with the sword-empowered Evil-Lyn. At this point, Lyn not only has the magic of the universe flowing through her, but also has the title of the Sorceress meaning there's no limit on her like there was on Skeletor or He-Man. Orko, who was once considered the inept mage, managed to take her head on and it's even implied he's holding back because he doesn't want to hurt Lyn.
    • He-Man's final battle with Skelegod after Evil-Lyn has been talked out of destroying all of existence. Skelegod insists that it is their destiny to be constantly locked in battle, to which He-Man responds by dishing out a complete Curb-Stomp Battle, with his succession of hits punctuated by a short and pointed rebuttal that ends with He-Man sending Skelegod flying through the air until he's just A Twinkle in the Sky.
      He-Man: IT'S NOT! ABOUT! US!
  • Just before the ending, Skeletor gets a pretty great one-liner to Tri-Klops' cult as he's about to incinerate their Motherboard idol. It goes south on him quickly, but it's a damn cool declaration that, had some very unexpected events not occurred, Skeletor was going to show his minions why he ruled Snake Mountain.
    Skeletor: This is your Motherboard? This... idol is your master now? Fine. Worship the pieces!
  • The ending of Part 2 is a lot more triumphant than Part 1... unless you're Skeletor. Skeletor returns to Snake Mountain, ready to once more assume power, but Tri-Klops' cult genuinely seems invested in Motherboard's orders. Skeletor prepares to destroy their false idol... only to panic as it comes to life, clearly recognizing it. Its tendrils wrap around Skeletor, and he begins to be assimilated, (Couldn't have happened to a nicer guy) before Motherboard displays a logo: The face of none other than Hordak.

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