Scouting the Dread Sea, Man-At-Arms and Sy-Klone find a frightened Mer-Man. Suddenly, the cause of his fear appears: a huge sea beast that Mer-Man identifies as Leech. Leech drains Man-At-Arms strength until Sy-Klone punches him away. Man-At-Arms and Sy-Klone bring Mer-Man to the Royal Palace, where Mer-Man tells King Randor that Leech is a master power thief and member of the Evil Horde, the legendary renegades who have returned from their interdimensional banishment. Prince Adam hides to become He-Man and call the Heroic Warriors to arms.