Mekaneck is missing his long-lost son Philip, who mysteriously vanished years ago, when he and his father were caught in an intense storm. But out of the blue, the evil Count Marzo reveals that he saved Philip from the storm and has been holding him captive ever since, using him as a servant. He offers to return Mekaneck's son in exchange for the King and Queen of Eternia, so Marzo can rule the planet himself. Although he is thrilled to have found out his son's whereabouts, Mekaneck refuses Marzo's offer, out of devotion to the King and Queen. But, determined to gain the throne of Eternia for himself, Marzo captures the King and Queen as they set out to visit the hive of the Bee People, and it is up to He-Man and Mekaneck to rescue both the King and Queen, and Mekaneck's son!