This article is about the animated episode. For the minicomic with a similar premise, see Masks of Power (minicomic)

Masks of Power is a first season episode of the animated television series He-Man and the Masters of the Universe, produced in 1983. Written by Douglas Booth, directed by Marsh Lamore.


Adam, Man-At-Arms and Orko, while exploring, discover the long-lost City of the Ancients. Unknown to them, Skeletor is spying on them via a mecahnical bird. While he is still plotting, a young man and woman, Aran and Una, arrive at Snake Mountain with the urge to serve Skeletor. Seeing an opportunity, he sends them to retrieve the Masks of Power, said to lie within the City of the Ancients.

Aran and Una find the artifacts within the ruins; they place the masks on their faces, transforming them into Deemos and Tyrella, two powerful magicians from Eternia's ancient past. He-Man battles Aru, the enraged protector of the masks, whilst Deemos and Tyrella head back to Snake Mountain.

He-Man, Man-At-Arms and Orko speak with the Sorceress, who tells them that Deemos and Tyrella are after the Sword of the Ancients located deep under Snake Mountain. Deemos and Tyrella defeat a startled Skeletor easily, and He-Man is forced to rescue the villain. Racing to beat the two ancient sorcerers, a tremendous battle takes place beneath the mountain. The Sword of the Ancients is retrieved by He-Man and joined with his own Sword of Power. With the Sword of the Ancients forever beyond their reach, Deemos and Tyrella vanish, and Aran and Una return, having learnt the cost of their evil employment.


Teela: "All of us make mistakes. And Una and Aran made a big one. But when they realized what they had done, they didn't lie about it, they didn't try to cover it up. Instead they admitted it. As He-Man said, admitting you're wrong takes courage. But when you do, you've taken the first big step toward making up for it."

Orko: "Of course, if you're like me, you never make a mistake."

Teela: "Orko."

Orko: "I guess I'd better disappear. Oops! I think I made a mistake."

Heroic Warriors

Evil Warriors



  • Script was approved on March 18, 1983 and final script revision was finished on March 21, 1983.
  • Elements from this story were adapted into a mini-comic written by Michael Halperin and illustrated by Alfredo Alcala that came with several Masters of the Universe action figures titled 'Masks of Power'. In this version, the human characters of Aran and Una are replaced by two Orcs in the service of Skeletor and He-Man is accompanied by Fisto rather than Man-At-Arms.
  • The character model for Una was recolored and reused as Karyn in "Wizard of Stone Mountain."
  • The design of the monster Aru would be reused for that of Braylok in "The Return of Granamyr."
  • Originally, act one was to end on a shot of Aroo looming over He-Man, but during script revisions this was requested to be changed as it could be considered as a 'life-death situation'.
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