He-Man: Eternia's 15 Mightiest Villains


In 1982, Mattel decided to create a new line of toys and launched the "Masters of the Universe" action figures. The toys and TV series became a smash hit, portraying a battle between good and evil on the distant fantasy world of Eternia. He-Man, the most powerful man in the universe, used his endless strength to fight the forces of darkness, along with partners such as Man-at-Arms, Teela and Battle Cat.

RELATED: He-Man: 15 Most Powerful Masters of the Universe

As great as the heroes were, the villains were just as evil. The TV show and toy lines provided a steady stream of ugly and vicious characters for He-Man and his team to fight, but a handful stand out as the worst of the worst. CBR is here to run down the 15 mightiest villains on Eternia.



He may look weird, but he's a member of the Evil Horde for a reason. The action figure was introduced in 1985, billed as the "evil beast of a thousand bodies." The hook of Modulok was a figure that came with an assortment of 22 heads, limbs and other body parts that could be snapped on and detached like a Lego set made by Doctor Frankenstein. Modulok made his first TV appearance on the 1985 episode "Mistaken Identity," written by J. Michael Straczynski and directed by Bill Reed.

In the episode, Modulok was a human mad scientist who used a teleporter to turn himself into the monstrous villain. In later episodes, he worked on his own against He-Man until he crossed over into the "She-Ra: Princess of Power" cartoon, working for Skeletor to open a portal to Etheria. Modulok chose to cross over to join the evil Hordak (who we'll get to later) and use his vast intellect and ability to change his body to inflict terror on both worlds.



Orko was a wizard who made a lot of mistakes on the show, but his biggest goof came when he summoned Daimar. In "Daimar the Demon" (written by J. Brynne Stephens and directed by Hal Sutherland), Orko decided the cute little guy he saw in a book would make for a perfect playmate, so he brought Daimar to Eternia. When Daimar spun a cocoon around himself, instead of thinking it might be a bad sign, Orko went to sleep and woke up to find Daimar had changed big time.

Diamar became a huge monster who wanted to use his dark magic to open a dimensional portal in order to bring the rest of the demons from his dimension to Eternia. Daimar headed to Castle Grayskull and even Skeletor and Evil-Lyn's combined power couldn't stop him. In the end, Orko and He-Man managed to convince Daimar to be good and return to his own dimension, thanks to the power of friendship. If only that had worked on every villain.



In 1984, Mattel released the Webstor action figure, a half-man, half-spider christened the "Master of Escape" because of a grappling hook attachment. Webstor made his premiere in "The Cat and the Spider," written by Larry DiTillio and directed by Gwen Wetzler, where he's shown as a smart master of infiltration by sneaking into the Royal Palace. He went on to return many times, typically working with Kobra Khan to form plans, usually on their own without Skeletor.

Webstor returned in the 1986 U.K. comic series "Masters of the Universe" #21, where he was a master strategist who designed a deadly trap for He-Man, making him a genius mathematician and strategist. In the 2002 relaunch, Webstor gained a more spidery appearance and became a hired member of Skeletor's council of evil who could shoot webbing and also release hundreds of poisonous spiders on command. In all versions, he's one of the worst enemies that He-Man faced, and a deadly addition to Skeletor's team.



The villain Catra made her debut in "Into Etheria" on "She-Ra: Princess of Power," produced in 1985, written by Larry DiTillio, and directed by Gwen Wetzler. She's the queen of the Magicats, a feline race on Etheria, and wears a special mask that transforms her into a panther at will. As the force commander for the tyrant Hordak, she commands the evil Horde to rule Etheria and conquer Eternia, even as she secretly plots to take power for herself.

As the force commander, Catra's already pretty powerful, but her magic takes it up a notch. In her panther form, Catra is much stronger than in human form while still keeping her intelligence and ability to speak. Her mask gave her other abilities, which she had to unlock, including the power to teleport and shoot a "Freezefire" ice beam. She also had a lot of knowledge of technology and weapons, making her a real threat on the battlefield.



In 1983, "He-Man" aired "House of Shokoti," a two-part episode written by Larry DiTillio and directed by Lou Kachivas (part one) and Marsh Lamore (part two). In these episodes, some archaeologists unearthed an ancient tomb in the Sands of Time desert called the House of Darkness, where the evil sorceress Shokoti had been imprisoned for centuries. When awakened, Shokoti fought against He-Man and Ram Man to bring her Sleeping Beast to Eternia.

Shokoti had a lot of magical powers, including the ability to create illusions and shoot beams from her hands and eyes, but her command of evil creatures made her a real threat. She used an army of flying tentacled creatures called darklings to attack her enemies. These darklings were even strong enough to bind He-Man. Her creature known as the Sleeping Beast could have conquered the planet if He-Man hadn't discovered her weakness to light, which stopped her in her tracks.



In 1984, the Kobra Khan action figure was introduced, a snake-like creature who could squirt water out of his open mouth that is supposed to be a "sleep mist." In the 1984 episode "Disappearing Dragons" (written by Larry DiTillio and directed by Ernie Schmidt), Kobra Khan became a part of the show, introduced as a sly and cunning villain who teams up with Webstor. He also gained the power to stretch out his arms and use them to tie up his enemies.

When the Snake Men were introduced, it was set up so that Khan was sent to join up as part of their team with King Hiss. In the 2002 reboot, Kobra Khan became a more deadly enemy who could spit venom instead of sleep mist, and the venom could change from being a painful irritant, used to burn someone's eyes, to an acid strong enough to melt through metal. Khan is just the beginning when it comes to snake-based characters, but one of the deadliest.



Most of the characters in the Filmation series started out as action figures first, but Count Marzo is one of those rare villains who debuted in the Filmation series instead. He was also a recurring villain, making his first appearance in "The Once and Future Duke" directed by Lou Zukor, and written by Phyllis and Robert White. In that episode, Count Marzo used his magic powers to wipe the mind of the rightful duke. He returned again and again, always striving for power.

In the 2002 rebooted series, Count Marzo was an evil wizard who challenged the king for the throne of Eternia, but his Amulet of Power was taken away and he was imprisoned in the body of an old man. Years later, when his amulet was returned to him, Marzo became a deadly force once again, armed with incredible magical powers and strong enough to shrug off a barrage of attacks by Evil-Lyn. Marzo's only real weakness is the need for his amulet, particularly the threat of having it taken away from him.



In 1983, Mattel added the first female to the side of the Evil Warriors, Evil-Lyn. She was later introduced in the Filmation TV series as Skeletor's second-in-command, a fierce and powerful witch. She wielded a scepter with a crystal ball to cast her spells, but was also seen using magic without it, so don't think for a second that she was dependent on it. She was as dedicated to the evil Skeletor's goal of conquering Eternia as she was to her own glory.

That's right, Evil-Lyn wasn't always as loyal to Skeletor as she appeared. She was often willing to betray Skeletor if it meant gaining power for herself, and even formed alliances against him at times. With her mystical abilities, Evil-Lyn was a match for anyone in Eternia, and could use her magic to launch fire balls or to disguise herself and fool others into getting what she needed.



In 1982, Mattel released the first four action figures in the "Masters of the Universe" line and Beast Man was one of them. When the Filmation series first aired, Beast Man was shown as the brutal but powerful henchman of Skeletor. His animalistic appearance is a perfect match for his power, which is to control and dominate all of the animals on Eternia. Any beasts who don't agree with his rule get a whip to the back.

As if his command of animals wasn't enough, Beast Man can also rely on his powerful simian body. He doesn't have a lot of brains, but makes up for it with plenty of brute strength, and he's been shown on the TV show to be powerful enough to fight He-Man, and even lift and throw heavy boulders. When other characters like Mer-Man were replaced by newer characters, Beast Man remained a staple on the series, and returned in the 2002 series to fight alongside Skeletor again.



One of the first wave of action figures released in 1982, Mer-Man is an amphibious member of Skeletor's team of warriors with a fish-like appearance and a power that gives him control over the oceans. In the series, he was described as a king of the aquatic humanoid species that lived within the waters of Eternia, which also gave him control over all sea-life. At any time, he could bring fish and other creatures to attack He-Man and the forces of good.

Mer-Man was a ruthless henchman who remained alongside Skeletor in most versions, using his power to take over Eternia. When paired with Beast Man, the two of them could control most of the living things on the planet, which made them a deadly combination. He wasn't the smartest of Skeletor's minions, which is probably why Skeletor kept him around, since his abilities make him a powerful threat, while his lack of brains make him easily controllable.



Sh'Gora made his debut in the 1984 episode "To Save Skeletor," which was written by Paul Dini and Beth Bornstein, and directed by Lou Kachivas. In the episode, Skeletor opened a portal to another dimension in the hopes of bringing over an evil creature that could defeat He-Man. He succeeds in bringing Sh'Gora to Eternia, but things didn't go as planned, since it turned out Sh'Gora wasn't interested in helping Skeletor take over Eternia. Instead, Sh'Gora wanted the planet all to himself.

Sh'Gora was a creature of immense power, imprisoning Skeletor and Evil-Lyn, transforming the Sorceress into a harpy-like creature and breaking into Castle Grayskull. He planned to open a portal to bring the rest of his kind to Eternia in order to conquer the magical realm. It took the combined forces of good and evil to stop Sh'Gora when Evil-Lyn, the Sorceress and Skeletor all worked together to create a portal and send the creature back to its own dimension.



In 1985, Mattel introduced a new line of enemies called the Snake Men with King Hiss as their leader. King Hiss had a normal-looking human body, but you could peel off his skin to reveal an upper body that was actually made entirely of snakes. He was pretty cool, but the Filmation "Masters of the Universe" series ended before King Hiss could be introduced. The serpentine villain had to wait until the 2002 rebooted TV series to finally get on screen.

In 2004's episode "Awaken the Serpent," written by Dean Stefan and directed by Gary Hartle, King Hiss was awakened to wreak havoc on Skeletor's plans. One of his first acts was to reclaim his old (and Skeletor's new) base of operations, Snake Mountain. He wields ancient magic that can take on the form of snake-like energy that binds and pierces his enemies, and he shows a determination and tactical skill that inspired great loyalty in his armies.



In 1985, the movie "Secret of the Sword" hit theaters, which was actually an edited version of the first five episodes of "She-Ra: Princess of Power," and introduced She-Ra and Hordak. Hordak was a tyrannical ruler of the planet Etheria who dominated his world with a deadly team of warriors and an army of Horde Troopers. Hordak not only wanted to crush the rebellion that fought against him, but also wanted to conquer Eternia.

Hordak is the leader of the evil Horde Empire, and actually was Skeletor's superior until he was betrayed and banished to Etheria. He has elements of a cyborg with the ability to change parts of his body into weapons and machines, but also has enormous magical powers, especially in the 2002 series, where he was able to save Skeletor's life. Though Hordak and Skeletor seem to be enemies, they both share the same desire to rule Eternia and defeat He-Man.



The only one more powerful than Hordak is Horde Prime, the supreme ruler of the intergalactic Horde Empire, commanding all the worlds under its domain. He controls all of the starships and armies of the Horde, and is only seen as a cloud of green smoke with an occasional metal arm that comes out. He's even more ruthless than Hordak, and orders Hordak and Skeletor around like a father scolding his children.

A good example of Horde Prime's power is "Horde Prime Takes a Holiday," written by J. Michael Straczynski and Bob Forward, and directed by Marsh Lamore. In the episode, Horde Prime goes on vacation, leaving his powerful battleship in the hands of Hordak, who's almost able to conquer Eternia and Etheria with it. That means Horde Prime could have conquered the planets by himself if he wanted to, but he didn't. Instead, he prefers to delegate the planet conquering to his lieutenants while he takes long vacations.



Among the pantheon of evil of the "Masters of the Universe," there's one who looms largest over all of them, and that's Skeletor. His action figure was released in 1982, and he's the master of evil, the most persistent and deadliest enemy of He-Man. He commands an army of almost every evil character on Eternia, and his life's ambition is to enter Castle Grayskull and add its power to his own so that he can rule the planet.

Skeletor has an enormous amount of strength, including magical powers that rival anyone else. He uses his powers to throw lightning bolts and bursts of ice, open portals to other dimensions, and spread absolute chaos. There may be other enemies like Hordak who have more raw power, but Skeletor is most dangerous because of his ruthlessness and his cunning mind. He's constantly making plans and schemes, and will bring in other beings and creatures from other dimensions and all walks of life in order to further his goals. If it wasn't for He-Man, Eternia and the universe would have been doomed long ago.

Who is your favorite villain from the "Masters of the Universe" line? Let us know in the comments!

Next Wolverine: 5 Reasons Why He's Better In The Avengers Than The X-Men (& 5 Why He Should’ve Never Joined Them)

More in Lists