We open on a carnival going on in Eternia, which apparently means they parade all their rides and exotic sights down the street.  Like one of those shadow beasts from the Teela’s Quest episode, an albino panther, and some other random shit. That’s like no carnival I’ve ever seen.  Damn, Eternia sucks. Cringer seems to get a boner for the panther, and Price Adam totally shuts him down by pointing out that she’s trapped in a cage.  The carnival barker is this creepy old man with a crazy hunchback and a strange two tone beard.  He definitely looks like the kind of guy that would fondle your kids when you’re not looking.

After the carnival folk have unloaded the unimpressive attractions they have into the scandalously dank alley they will be operating out of, Chester Molester the carnival barker steps into his private chambers and flips on a monitor.  Skeletor’s visage appears on the screen and addresses Chester Molester as Beast Man, asking if he’s captured Cringer yet.  Oh my gawd.  Was that foreshadowing?  Maybe there’s hope for these writers yet!

So Chester Molester is Beast Man in disguise.  But seriously why does Skeletor want to kidnap cringer?  He doesn’t know that Cringer (unwillingly) turns into Battle Cat, and even if he did, how would that either A) help him take over Eternia or B) cripple He-Man so that he can take over Eternia.   Or maybe C)  he just wants to make Prince Adam cry?  That would be pretty cool too, and a hell of a lot more realistic than ever taking over Eternia.  Turns out the answer is somewhere between B and C.
Outside the carnival rages on in the scandalous alley, by which I mean a guy named the Human Electrode is performing on stage blasting energy bolts from his hands.  For some reason everybody is really impressed.  Don’t carnivals have rides and game booths?  This really seems to be just a side show, and not a very good one.  And I just realized that the episode title does have the word “sideshow” in it.  Anyway, right on cue, Orko takes the piss and claims he too can shoot electric bolts.  Even if Orko fucks it up, it just reinforces what a shitty circus this is.  Now I know how Wayne and Garth felt when they visited Piccadilly, and yes I did think it was a trifle inappropriate to see the crack in the Indian’s bottom. 
So, Orko – literally – puts “magic Earth pepper” (plain old black pepper from the planet Earth) on his hands to protect them when he puts them in the electrified liquid this sideshow performer dips his hands in before shooting bolts from them.  Orko seems to believe that the pepper is magical.  He steps up to the plate, er, bowl, and before he can even take his hands out of the bowl to shoot electric bolts, his hat catches on fire.  Then the pepper shaker pops out and tries to put the fire out, which of course doesn’t work.  Tool.
Chester Molester announces that it’s petting zoo hour at their deadly, exotic pets “menagerie alley” and opens the door to the cage of a shadow beast.  Teela experiences a little PTSD, because last time she encountered one of these things, she nearly got raped, and wouldn’t you know it, she left her rape whistle at home today.  As if that’s not bad enough, Chester Molester says that they will see if “beauty can tame the beast”, and the thing immediately steps forward and grabs Teela, who is frozen in fear.
Understandably, Man-At-Arms takes out his light saber – the second time we have seen it in the series – but, before he can slice the beast’s pecker off, Teela cries out for him to stop.  She places her hand lovingly aside its face and gazes into the thing’s eyes.  You see, in the last episode, Teela shared a very eye-opening sexual experience with Battle Cat, and now she’s totally hooked on cross-species fucking.  She strokes his face until he nuts from his smaller-than-you’d-expect ape penis.  When he’s finished, he puts her down and goes back in his cage to take a nap.  This carnival, sideshow, whatever it is, is turning out better than I thought!
Man-At-Arms is less than enthused and seethes salty threat’s into Chester Molester’s ear.  Heedless of Man-At-Arms’ warning, he proceeds to uncage the “most fearsome beastie of them all, Pretty Kitty”!  Seriously, it’s supposed to be the most “fearsome beastie” of all and its name is Pretty Kitty?  Now it’s Cringer’s turn to get riled up, and he starts panting, “hubba hubba”!  I guess Cringer is over Teela already.  Doesn’t matter, she’s moving on to shadow beasts anyway.
Pretty Kitty acts all demure at Cringers cat calls (get it?) until Chester Molester cracks a whip and gets her all ramped up.  Then Cringer cowers.  I want to tell Cringer that its OK, a little bit of fear is good for a sexual relationship, it keeps things interesting.  Will she bite my dick off or not, I don’t know!  Whoa, slow down, I’m gonna spurt!  Oh, well, too late.  Turns out I don’t need to encourage Cringer, because when Chester Molester asks if any one wants to step up to stroke the pussy, Cringer doesn’t hesitate.
Cringer’s eyes almost bug out of his head because it looks like he’s going to get a kiss, but, because this is getting a little too hetero, Prince Adam says it’s time to go.  What a dick.  Cringer should sew Prince Adam’s asshole shut while he sleeps for that.  That would teach him.  
As Cringer casts one last lustful glance over his shoulder, Chester Molester tells Pretty Kitty that tonight, she will pay Cringer a “special” visit.  His eyes even get all wide when he says the word “special”.  Coming out of his mouth, it kinda made me shudder a little bit.
Later, Pretty Kitty is wandering around all free range outside on the palace veranda while Prince Adam and Cringer sleep.  She calls out to Cringer from down below, like a reverse Romeo and Juliet, awakening him.  Out of a sense of duty to his throbbing tiger cock, he rouses himself from the wet dream he was about to have and goes to get a taste of the real thing.  When he gazes down on Pretty Kitty, we literally here a “boooiiiiiing” sound.  Seriously.  His tail whipping faster and faster, he jumps out of the window and attempts to land on Pretty Kitty and achieve vaginal penetration in one fell swoop.  Unfortunately, he lands in the cold fountain, and his previously rock-hard phallus shrinks “like a frightened turtle”!
The pair walk around the veranda while Cringer dries off and tries to get his wood back.  She leads him back to her cage and jumps into bed, casting a righteous come-hither stare in Cringer’s direction.  He’s mostly into it, except that Chester Molester is standing there literally encouraging Cringer to get into bed with her.  He practically has his fly unzipped already, ready to jerk off in the corner while he sits on a pile of peanut butter and watches.  I knew he was a creep!
Cringer’s more base desires overcome him and he ignores the overly creepy Chester Molester and jumps into bed with her.  Before Cringer can dip his wick, Chester Molester tears off his face – a mask- revealing himself as Beast Man and causing Pretty Kitty’s once moist poon to dry up and Cringer’s spiney cat penis (cats really have spines on their dicks, look it up) to retreat inside him.  Cringer is fucked now.  Figuratively fucked, not proper fucked.
In the morning, Prince Adam is wandering around looking for Cringer.  Man-At-Arms mentions that the chef said that Cringer didn’t show up for breakfast – though, if Prince Adam didn’t know that, it means he didn’t either – and also notes that the carnival is gone as well, one day early.  Just then, Orko barges in with a ransom note from Skeletor, which explains everything.  Falling for the bait, exactly according to Skeletor’s plan, Prince Adam turns into He-Man to go to Snake Mountain and rescue his pussy loving pussy.  You see, this is why it’s important for heteros to support gays and vice versa, if we don’t, everyone winds up all pent up and closeted, and nothing good comes of that.
At Snake Mountain, Skeletor kicks back in his throne while the alarm sounds.  He checks it out on his monitor to see He-Man climbing up the side of the castle.  Beast Man and Evil-Lyn take the glass cage that Cringer is trapped in and perch it precariously on the edge of a cliff, thus setting a trap for He-Man.  The way this works is that as He-Man goes to climb the cliff to save Cringer, he’s going to step on a mechanical plate that will activate a trap door, causing him to fall down and face off against Octobeast.
As He-Man climbs his way up the castle wall, Skeletor releases a shadow beast to pester He-Man.  Somehow, the shadow beast gets the better of him and holds him aloft like some kind of fabulous sword.  I’m thinking that He-Man can stroke this thing off just as well as Teela can and get out this real easy.  But, he doesn’t have to because Teela actually shows up in the flesh and does it for him.  The great beast wraps its arm around her as she tugs away.  When she’s done, the shadow beast puts He-Man down.  He-Man goes off to rescue Cringer, and suggests that Teela stay back and “keep her friend company”.  Yeah, he really said that.  They really are supportive of inter-species love in Eternia, aren’t they?
Skeletor and Evil-Lyn are surprised to see He-Man continuing his ascent of Snake Mountain, and are actually a bit incredulous as to how He-Man defeated the shadow beast.  Really?  Skeletor himself has never stopped He-Man, and he thought a shadow beast would do it?  Well, it doesn’t matter, because Skeletor ain’t sweating it.  He-Man is about to step on the trap door, and surely the Octobeast can finish him once and for all.
Cringer tries to warn him of the trap, but He-Man can’t hear him.  The only thing left for Cringer to do is to gather what little courage he has and topple the cage over the edge, because somehow this is going to prevent He-Man from stepping forward.  Well, as luck would have it, the cage falls down just in front of He-Man so that all he has to do is reach out and grab it out of the air.  He sets it down gently, managing not to set off the trap door.
Skeletor does his favorite fist shaking move, then blames Beast Man for the whole thing.  Beast Man really looks hurt.  He-Man has a heartwarming chat with Cringer about his courageous act, then the two go to face off against Skeletor.  But first, He-Man has to turn Cringer into Battle Cat.  More than he ever has before, Cringer begs him not to do it.  Seriously, this cat just saved you, and you’re still going to soul rape him.  He-Man even says, “you’ll feel better after this”!  Yeah, he really said that.
Back up at the top of Snake Mountain, Beast Man is pleading his case to Skeletor when the alarm goes off again.  They check the monitor and see that Teela is done having her way with the shadow beast and has tripped the alarm as she advances on Snake Mountain.  She innocently steps on the trap door switch, but is able to grab the side of the ledge before falling in.  Skeletor and crew recover her and use her as another bait for He-Man, rather than let the Octobeast penetrate her with its tentacles.  They chain her up and wait for He-Man to hear her cries for help.  I was kind of hoping that Evil-Lyn would do something kinky like lick Teela’s face or something, but she can smell the shadow beast semen on her breath and wisely stays away.  Before she goes, she uses her wand to energize the chains, claiming that now even He-Man won’t be able to break them.
He-Man enters Snake Mountain and is immediately confronted by Beast Man.  Beast Man can never resist an opportunity to wrestle with He-Man.  He gets out his customary whip and catches it around He-Man’s sword.  He-Man easily pulls Beast Man from his feet and swings him around, then flings him into a wall dazing him.  Battle Cat drags his dazed body off to go chew on his limbs somewhere.
As He-Man continues on his way, he is then confronted by Evil-Lyn, who taunts him and blasts at him with her wand.  He-Man deflects the blasts with his sword, causing them to ricochet all over the passageway, distracting her.  He runs at Evil-Lyn and then bends her wand around her wrists trapping her.  Battle Cat drags her off to go rape her somewhere.  As Battle Cat violates her, she shouts at Beast Man claiming it’s all his fault.
He-Man arrives in Skeletor’s chambers atop a refreshed Battle Cat and stares him down.  Skeletor welcomes him and He-Man dismounts and is all like, “So, you wanted to talk?  What’s up”?  Like they are best buds, Skeletor says, “of course, He-Man, as soon as you escort me into Castle Grayskull”! He-Man makes us look up his nostrils again while he scoffs at the request.  The maid hasn’t been by this week yet, and the place is a terrible mess.  That Sorceress is a poor housekeeper, and tends to leave bird shit all over the place.  You can’ potty train a bird, man.  They shit where ever the fuck they feel like it.  There is no way He-Man is giving tours today.
Because one ridiculous request deserves another, He-Man demands that Skeletor hand over his magic staff.  Skeletor just laughs at He-Man.  He then uses his fancy magic staff to create a bunch of fun-house mirrors in front of He-Man all with his image in them.  Oh, my!  How ever will He-Man tell which is the real Skeletor?  As He-Man is trying to figure out which one is the real Skeletor, the walls start to close in on him.  As He-Man and Battle Cat try to keep the walls from crushing them, Skeletor again demands that they give him a tour of Castle Grayskull.
Inexplicably, the pepper that He-Man confiscated from Orko earlier pops up on He-Man’s shoulder.  He tosses it at the feet of the multiple Skeletors and some how it spills, lofts into the air and directly into Skeletors nose.  I guess it really is magic pepper.  It causes Skeletor to sneeze, and when he leans forward in his violent sneezing reaction to the irritant, and smashes the mirrors glass, revealing himself.  I’m no biologist, but wouldn’t Skeletor need to have, like, flesh lining his nasal passages in order for pepper to make him sneeze?  Or sinuses for that matter?  Because I’m pretty sure he doesn’t have those either.
In the process, he drops his magic staff, which causes the walls to stop closing in.  Skeletor runs off before He-Man and Battle Cat have a chance to apprehend him.  Even though he wanted it so badly before, He-Man leaves Skeletor’s abandoned staff on the ground and goes off to find Teela.  He finds her all chained up, but, because he likes men, he doesn’t take advantage of the situation.
Teela communicates how grateful she is that he’s arrived to save her, and He-Man tells her they would have been there sooner but they had some “unfinished business to attend to”.  He means letting Battle Cat chew on Beast Man and rape Evil-Lyn while he makes Skeletor snort black pepper.  Teela warns He-Man that Evil-Lyn energized the chains so he can’t break them.  He does so easily, which is not surprising at all.
Teela is concerned with finding Prince Adam and getting back to the palace, but He-Man assures her that he will take care of it.  He tells her that Beast Man and Evil-Lyn are secured upstairs, and she says that she will go take care of them and make sure they are brought to justice in a court of law.  Somehow, I doubt we are going to see that happen.  Indeed, we cut back to the palace where Teela is telling Prince Adam what happened at Snake Mountain.  Prince Adam pulls out the black pepper and says, “Orko, I gave this to He-Man, and he said to give it back to you”.  How convoluted.  Anyway, Orko is impressed to learn that it saved the day.  He opens it and manages to get it all over his face, sending him into a convulsive sneezing fit.
Time for this week’s moral lesson!  I think, for the second week in a row, it is going to be promoting cross species copulation.  Or possibly that it’s fun to snort foreign substances up your nose.  Instead, He-Man comes on screen to tell us that having courage isn’t just about being brave, but also about telling your friends no when they try to get you to do something wrong.  I’m not sure what exactly he’s talking about because everybody in this episode seemed to like doing the wrong things: beastiality, rape, snorting powders…  This show is so confusing sometimes!
He-Man murder count: 7 and 1 attempted murder.
IMDB Cast List:
John Erwin: He-Man, Prince Adam, Beast Man
Alan Oppenheimer: Skeletor, Mat-At-Arms, Cringer, Battle Cat
Linda Gary: Teela, Evil-Lyn
Lou Sheimer: Orko
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