Night of the Shadowbeasts

Beast Man brings Skeletor the Shadowbeasts, savage creatures that cannot bear light. To use them, Skeletor has his warriors seal the volcanic vents of Mount Barathrum so that its eruption will fill the sky with ash and plunge Eternia into darkness. As the Shadowbeasts advance on the palace, He-Man rides to defend Castle Grayskull from Skeletor, and the Sorceress sends him on to stop the eruption. Beneath the palace grounds, Ram-Man, afraid of the dark since he was lost in caverns as a boy, is trapped with Teela in an ancient prison full of Shadowbeasts and must face his fear to save her.

"Everyone has fears, but sometimes fear can be a good thing. Our mind's way of telling us that something isn't safe."

Skeletor: "Brilliant, fur for brains. What about moonlight?"

Man-At-Arms: "True courage is when you're afraid, but you act anyway."

He-Man: "Always a gatecrasher, eh, Skeletor?"

Ram-Man: "Hey, Hairy! Pick on somebody my own size!"

Ram-Man: "Nah. Well, maybe a little."

Skeletor: "Nighty-night! Don't let the Shadowbeasts bite!"

Most children grow out of being afraid of the dark, and the ones who never do usually learn to keep quiet about it. Ram-Man has been keeping quiet for years when Night of the Shadowbeasts opens. Before a single villain reaches the palace, the episode drops him down an old well during a training exercise, lets him tell Man-At-Arms he is fine, and then lets him stop halfway and admit that he is not.

Meanwhile Beast Man has found Skeletor a new weapon. Shadowbeasts hate light, and when Beast Man suggests attacking at night, Skeletor raises moonlight with real contempt ("Brilliant, fur for brains"). The answer is to seal the volcanic vents of Mount Barathrum, let the pressure build, and put enough smoke and ash into the sky to blot out the sun. Tri-Klops explains the geology, and Whiplash explains the chain of command; his only reason for filling the holes is that Skeletor said to. It is a better scheme than Skeletor usually gets credit for, because it starts from a weakness and works backwards.

But the volcano is there to serve Ram-Man, and the episode is really about him. Skeletor's plan turns Eternia into the caverns under the Plains of Perpetua, where a lost little boy once spent miles and miles in the dark, and and the real question is whether that boy, grown up, will walk into the dark for somebody else. Man-At-Arms puts it to him plainly when Ram-Man asks whether Man-At-Arms thinks he is a coward: courage is being afraid and acting anyway. It is a line that could sit on a poster, and the script earns it by making him prove it.

The proof comes underground. The ground gives way under Teela, Ram-Man tumbles in with her, and the pair land in an ancient prison compound built by the Elders. For a while Teela's staff is the only light they have, enough to hold a crowd of shadowbeasts at bay ("They won't attack, and I've got this"). Then she goes into the water, twists her ankle, and the staff ends up glowing on the stone floor without her. Ram-Man's first words are a man stalling ("Too dark. I'm gonna..."), and his next are "Hang on, Teela! I'm coming!" That turn, from a stalled sentence to a shout, is the best scene in the episode, and "Hey, Hairy! Pick on somebody my own size!" is pure Ram-Man.

The art direction is built on the same idea. Light means safety all the way through: Teela stands in a pool of light while something huge leans over her from the shadow, she and Ram-Man stand back to back inside a circle of it, and the shadowbeasts are mostly red eyes and horns crowding in from the edge of the frame. Even the palace answers the dark with searchlights sweeping the sky over its towers.

The voice work has a joke folded into it, too. By the He-Man wiki's cast list, Scott McNeil plays both Beast Man and Ram-Man, so the man who brings the Shadowbeasts and the man most afraid of the dark share a voice. McNeil saves his warmest delivery for Ram-Man at the end: "Nah. Well, maybe a little."

Where the episode falters is He-Man's half. He gets some fun at Castle Grayskull trading lines with Skeletor ("Always a gatecrasher, eh, Skeletor?"), and the Sorceress sends him to stop the eruption. But the fix itself is He-Man on the rim of a lava pit shouting "For Grayskull!", and the dialogue never tells us what he did up there before Tri-Klops is calling the retreat. Twenty-two minutes only stretch so far, and spending them on Ram-Man was the right call; it just leaves the plot's biggest problem solved with almost no dialogue.

Skeletor gets the last laugh he can find, signing off with "Nighty-night! Don't let the Shadowbeasts bite!", but the episode belongs to the man who went back into the dark for Teela. He says it better than the moral does: sometimes you have to do what you have to do, even if you are scared.

1. Voice cast: According to the He-Man wiki's cast list, Scott McNeil voices both Beast Man and Ram-Man here, so the villain who brings the Shadowbeasts and the hero most afraid of the dark share a voice.
2. Voice cast: The same cast list has Garry Chalk doubling as Man-At-Arms and Whiplash, and Gabe Khouth doubling as Mekaneck and Orko.
3. Continuity: Ram-Man's fear of the dark, which he traces to getting lost as a boy in the caverns under the Plains of Perpetua, is new to this episode. The He-Man wiki's Ram-Man entry singles it out as the clearest look at the childlike side of the 2002 version of the character.
4. Homage: Shadow Beasts are older than this series. The He-Man wiki lists Filmation appearances going back to the 1983 episode Teela's Quest, and counts this episode as their only appearance in the 2002 show.
5. Toys: The Masters of the Universe Classics bio for the Shadow Beast, as reproduced on the He-Man wiki, folds this episode into its lore, placing the beasts in the shadow of Mount Barathrum and having Beast Man control them in an attack on Eternos Palace.
6. Toys: The He-Man wiki lists the Bashin' Beetle, a vehicle from the 2002 Mattel toy line, among the vehicles seen in this episode.
7. Production: Writer Michael Reaves had already written for the Filmation series, including The Dragon Invasion and Song of Celice, and in the 2002 first season he also wrote Sky War and Roboto's Gambit, per the He-Man wiki.
8. Fan observation: The closing segment ends on a gag the subtitles only hint at. The He-Man wiki records that Man-At-Arms is giving the moral in a cave, a strange noise sends him running, and the noise turns out to be Orko.