Yes, you read that right.  This is the real, production order episode number one.  A helpful reader linked a production order list, which is in line with the order listed on IMDB.  But, I didn’t find this out until I had already written episode 2.  I wasn’t going to bother fixing it, but then I found out that it wasn’t the whole season my streaming service listed out of order and mislabeled, just that one episode.  To add insult to injury, between writing Episode 2 and this one, my streaming service stopped streaming this show.  Fear not – I am resourceful and (obviously) bring you this episode with no delay.  However, I decided to fix the episode order thing.  I’m still working out the details on how exactly to do that, but it seems like the first step is to review Season 2 Episode 1.  Sorry for the mix up.

201 1 Sorry For the Mix Up

We open on Prince Adam and Melaktha standing outside a large golden temple.  The Temple of the Cats, says Melaktha.  I think Melaktha is the royal historian, if I remember right.  As they try to find a way in, a shadowy, hooded figure with cat eyes observes them.  Melaktha finds a lever to twist and they enter.  Prince Adam insists that Melaktha enter before him, since he’s the Royal Archeologist and all.  I guess I was wrong about him being the historian.  Or maybe that was his title in another episode and this is a continuity issue.  I’m too lazy to look it up, though.

201 2 Prince Adam and Malaka

Inside for only seconds, Melaktha, in all his experience, just goes waltzing right through the place, right over the most obvious trap door on the planet, and he falls right in.  Before Prince Adam can find a rope, the whole temple shakes as the walls in the pit start to close in on Melaktha.  Naturally, the only thing left to do is to let those walls get perilously close to Melaktha as Prince Adam recycles some animation and becomes He-Man.  After his transformation, He-Man just jumps down and breaks the walls by holding them open.

201 3 Obvious Trap Door Gif

Melaktha comes-to outside the temple and He-Man suggests that he rest up a bit.  Melaktha is pretty gung-ho about continuing his exploration, but He-Man offers to do it for him.  Despite having been warned as to the likely hood of more booby-traps, He-Man steps on one right away, which causes a large block to fall on him.  Except that He-Man punches it to smithereens before it crushes him, if it even really would have.  He-Man is a little more cautious this time, and discovers another trap – a magic, electrified force field – which he decides to go under.  He punches through the floor to the chamber below, then jumps up through the ceiling back up to the other side of the force field.  Sure, why not.

201 4 Sure Why Not

He-Man comes upon an altar adorned with cat statues.  Just as he gets suspicious, suddenly, one of the cat statues come to life and start breathing fire all over him like some kind of dragon cat.  It teleports about the room and pounces on him a few times until He-Man can throw it into the magic force field, which destroys it when it turns back into a statue and shatters on the floor.  He-Man gets an idea that we’re not privy to yet, and picks up another of the cat statues and carries it around.  I don’t know why it doesn’t turn into another dragon cat.

201 5 Some Kind of Dragon Cat

Outside in the expedition tent, Prince Adam comes walking in with the cat statue.  It’s eyes glitter just like the last one’s did before it turned into a dragon cat, but then nothing happens.  Melaktha is impressed with it and decides to take it back to study it.  The mysterious cat creature that has been watching them decides he must go tell his master.  Thus we are introduced to King Paw, of the believed-to-be-extinct-cat-people.  He’s pretty pissed that two humans got into the temple and stole a statue.

201 6 King Paw of the Cat People

King Paw stomps around and fumes as he considers what he should do, like order an army of cats to stir up their enemy’s cat allergies and piss on their couches and other plush furniture.  There is no worse smell than cat piss.  As he continues to rant and rave, a slinky cat woman comes in through his window. King Paw has summoned She-Cat here to go get the statue back.  She’s so upset by its theft that she decides that while she’s at it, she’ll piss on their plush furniture too.

201 7 Slinky She Cat

Back in the palace treasure room, they all stand around staring at the stature.  Orko remarks about what a strange cat it is, oblivious to the green and orange tiger standing in the room.  Cringer is scared of it and Melaktha fuels his fear by suggesting that there might be an evil power about it.  Orko tries some magic to make Cringer feel better, but nothing seems to happen.  Prince Adam suggests they all get some sleep.  As everyone leaves, the eyes on the statue twinkle.

201 8 Strange Looking Cat

Just as I was starting to think that Skeletor would wind up missing from the first episode of the season after all, we find that he has been observing all the action on his magical table monitor.  Skeletor has a hard-on for the latest evil artifact de-rigueur, so he calls for Webstor to come and get told what to do.  I think I remember this guy from the toys or something, but I don’t know.  I guess he’s supposed to be some kind of spider, which helps make the episode’s title be a little more relevant, but not much.

201 9 Skeletor is Watching Again

201 9 Webstor

She-Cat sneaks into the royal palace and remarks about how there are no guards.  However, she manages to set off an alarm, so Teela comes to investigate.  She-Cat flips around the room, discombobulating Teela.  She lands behind her and dry humps Teela, rubbing female cat pheromones all over her.  I’m quite certain that the intended effect is that male cats, even Cringer, will forever piss on her, wherever she goes.  After she’s good and drenched, Teela manages to throw She-Cat off.  She-Cat lands on her feet, of course.

201 10 Dry Humping Cat Pheromones Gif

Before they can continue their battle, Webstor comes leaping in through the window, toppling She-Cat into Teela.  As Webstor tries to make off with the statue, She-Cat jumps to quick action and pounces on him.  Prince Adam wakes up with a start as a whole slew of royal guardsmen run by.  He’s not as excited about all the men in uniform as I thought he’d be, perhaps on account of the robbery he is told is taking place.  Prince Adam wakes up Cringer so they can transform together.  I’m surprised he bothered to have the courtesy to wake Cringer up first.

201 11 Men In Uniform

Webstor finally overpowers the two females and makes off out the window with the stature.  Webstor’s thing is that he has a wench back pack with a grappling hook in it, so he uses it to rappel down the palace wall.  It’s supposed to be spider-like.  He-Man and Battle Cat, who are inexplicably outside the palace, witness Webstor leap into a wind raider and fly away with the statue.  He-Man takes a talon rider, which is a new flying craft they have that looks like a blue and yellow falcon head, while Teela bitches out She-Cat for letting Skeletor’s goon get away.

201 12 Rapelling Down the Wall

According to She-Cat, they are now doomed.  She formally introduces herself to King Randor as Kittrina and explains, in between insults, that the cat statue holds and evil power.  King Randor doesn’t believe her until Melaktha steps in and says it’s true, and the thing could easily destroy them all.  He-Man flies along in pursuit of Webstor as he radios back to update the Royal Palace.  He-Man reveals that the statue is on its way to Snake Mountain, and Teela explains to him that it contains and evil demon.  Teela and Kittrina agree to go together to Snake Mountain to help recover it.

201 13 Lets All Go to Snake Mountain

At Snake Mountain, Skeletor is studying a book, trying to figure out the statute, when He-Man just walks right in.  Skeletor greets him cordially, but refuses to give He-Man the statue when he demands it.  After Skeletor insults He-Man by calling him “muscle-bound”, Battle Cat dives at Skeletor.  It turns out it was just a hologram of Skeletor, and Battle Cat goes sailing into a trap pit.  The real Skeletor shows up and attacks He-Man.  They tussle until He-Man winds up on top of Skeletor, trying to, well, I’m not sure; either kiss him, or pull his face off.  Since Skeletor doesn’t have a face, I guess he was trying to kiss him.  On the other hand, he doesn’t have lips, either.

201 14 Hug It Out Bitch

Webstor drops in from the ceiling and pulls He-Man off of Skeletor before I get to find out.  Skeletor hits He-Man with a stun beam, rendering him unconscious.  Rim Shaw has the nerve to claim equal responsibility in subduing He-Man, so Skeletor quickly usurps all credit and orders Webstor to take He-Man to the dungeon.  As Battle Cat claws a tunnel through the rock wall in the pit he’s in, Teela and Kittrina race toward Snake Mountain in a wind raider.

201 15 No I Captured He-Man

Webstor is already back from jailing He-Man and sees the wind raider coming on Skeletor’s table monitor.  They use the nullifier ray on the wind raider, which I think would just make the wind raider irrelevant, but actually serves to shut down its engines.  Teela gets knocked out and Kittrina doesn’t know how to fly, so the wind raider crashes.  However, Kittrina uses her whip to yank them out of the craft at the last second.  As Teela lay unconscious, Kittrina gazes at her lovingly, turned on by her own pheromones wafting from Teela’s buttocks.

201 16 Loving Gaze

Before the situation progresses any further, there is a great rumbling.  Kittrina looks up, concerned, to see some boulders trembling on a bluff.  Her fears are eased when Battle Cat comes crashing through.  Battle Cat is pretty smitten with Kittrina and she wastes no time strutting her stuff for him and calling him things like “big boy”, and “handsome”.  Boy does she want to get stuffed by his spiny cat penis.  Yowza.  She mentions He-Man, which reminds Battle Cat, and they run off together to find him.

201 17 Slutty Cat Gif

Upon arrival at Snake Mountain, Kittrina gets into a fight with Webstor while Battle Cat runs off to keep looking for He-Man.  Kittrina gets the best of him pretty easily, which winds up with Webstor’s head through the magical table monitor.  Skeletor stands outside He-Man’s cell, which has powered bars and looks like it’s in a high-tech lab.  Skeletor is using his magic on the statue and demanding that it reveal it’s power to him.  He-Man begs Skeletor not to do this.  Before Skeletor seems to have accomplished anything, Battle Cat saunters in, calmly, right behind Skeletor and pushes the release button to He-Man’s cell with his tail.

201 18 Head Through a Monitor

Skeletor’s magic is interrupted when he is startled by He-Man’s release, but then the statue starts to smolder, crack, and burst into flame anyway.  Despite having been warned, when the “terrible demon” emerges and grows to be quite large, Skeletor starts to panic a bit and feebly demands that the creature do his bidding.  When that doesn’t work, he simply teleports out of there.  The demon continues to grow which turns out to be really bad for the infrastructure of Snake Mountain, and the whole chamber starts to come down around them.

201 19 Bad for Infrastructure

Somehow, He-Man, Battle Cat and Kittrina run really far away, really fast, and wind up on a sort of terrace that has a distant view of Snake Mountain from it.  He-Man holds Teela really closely for some reason as he explains that the demon is buried in Snake Mountain and trying to break out.  Right on cue the demon breaks out of the side of Snake Mountain.  After hanging on He-Man for a moment for no reason, other than to be flirtations and maybe tweak Teela a little, Kittrina reveals that only “the power of the storm” can stop the demon.  He-Man looks disturbed, but only because Kittrina is hanging on him.  Actually, he looks rather disturbed while he’s holding Teela, too.

201 20 Hold Me Closely Just a Little While

201 20 Hanging on He-Man

This gives He-Man an idea.  He tells “cat” to distract the demon and Teela to come with him.  I’m not sure if by “cat” he means Battle Cat or Kittrina.  When He-Man and Teela run off, Kittrina puts her paw on Battle Cat, calls him “big boy” again, then mounts up and rides him, loving every second of it as she mashes her vulva into Battle Cat’s saddle.  He-Man and Teela find a large salt deposit, on which He-Man asks her to use her freeze ray.  Never to be subordinated, Teela, wants to know why first.  He-Man explains he’s trying to start a storm by putting salt particles into moisture-laden clouds, which are conveniently hanging above the conveniently placed salt deposit.

201 21 Loving Every Second of It

As Battle Cat and Kittrina give the demon some hell, He-Man stands on a cliff above, hoisting a large frozen salt block over his head.  He throws it up into the air, where lightening strikes it.  He-Man smirks as it starts to rain.  They all seem kind of surprised when the rain doesn’t kill the demon.  He-Man then puts his power sword up into the air, which immediately gets struck by lightening.  He-Man easily channels the 600,000 or so volts and then taps the demon on the nose with his sword.  It instantly shrinks in pain until it has turned into a statue again.

201 22 I  Have The Power Gif

Back at the Palace,  Melaktha is surprised to learn that the cat people are still in existence.  He backpedals, trying to justify his theft of their evil artifact by saying he didn’t know the cat people were still alive.  Kittrina says it’s their own fault for mistrusting humans and pissing on their furniture, which only served to alienate one another.  I’m pretty sure she’s got her hand on Prince Adam’s ass, or maybe it’s his hand on her ass, but that doesn’t really add up.

201 23 Hand On My Ass

Teela walks Kittrina out and awkwardly asks if she can give her a ride home.  Kittrina, the horny minx, readily accepts the offer.  But then Prince Adam calls out a farewell, inviting her back some time. She says that she’d love to come back and see Battle Cat, that handsome devil, and she blows a kiss into the air, which makes Cringer blush like crazy.  Teela still doesn’t figure out that Prince Adam and Cringer are He-Man and Battle Cat, even though Kittrina seems to have picked it up pretty quickly.

201 24 Blew A Kiss

Time for this week’s moral!  I think it’s going to be about how fucking fickle cats are.  Trust me, I grew up with them, and I’ve had 5 through out my lifetime.  Some were really friendly, slutting their affection on everybody.  Some were reclusive and stoic.  The one that went through my terrible twos was ever mistrustful.  And, some of them liked to piss on my furniture.  Kittrina comes on screen and then is joined by Prince Adam, to tell us that, rawr, they are out of original morals, so this one is about not judging people about how they look.  Again.

201 25 Dont Be So Judgy

He-Man murder count:

Season 1: 19

Season 2:   0


Episodes missing Skeletor:

Season 1: 28

Season 2:   0


IMDB Cast List:


John Erwin:  He-Man, Prince Adam, Webstor

Alan Oppenheimer:  Cringer, Battle Cat, Skeletor, Melaktha, Cat Spy

Linda Gary:  Teela, Kittrina

Lou Scheimer:  Orko, King Randor, King Paw, Royal Guard

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2 Responses to Season 2 Episode 1 “The Cat and the Spider”

  1. Packerchu says:

    I can’t remember any religious groups peeping about trying to slip bestiality past the radar on a kids show.

  2. John thompson says:

    This is a very unique episode that has a lot of humour in and once again written by larry ditillio has so much originality! I love Katrina again just like granamyr you really feel there is a lot of history to the cat family it’s about time battle cat had a girl friend as well!! The final scene was electrifying literally the way he man was giving a sciences lesson about producing rain clouds but it wasn’t enough to defeat the demon so he man used the power sword to create lightning to send the grimulken back into the statue very powerful ending! I loved the morale regarding the diversity of cultures and how we should all learn to get along this for me would be in my top 3 larry ditillio episodes alongside house of shooting part 2 and my favourite episode of his the dragons gift how the cat and the spider didn’t get in the top 10 episodes of season 2 i will never know! 10/10

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