Skeletor and his latest allies, the tribal-like Torgs, are trying to awaken Mulkram, a giant, diabolical monster who was frozen by the Elders centuries ago to stop his reign of terror. He-Man, Teela, Man-At-Arms, Orko and Ram Man are in the city of Avion for the annual ceremony where Stratos presents the magical Staff of Avion to his people, but just as the ceremony is about to begin, the Torgs attack, capturing Stratos and the staff. Skeletor intends to use the staff's amazing powers to awaken Mulkram, and to use the mighty creature to enter Castle Grayskull...