"Skeletor," He-man mustered as heroically sounding as he could, "even I never expected this kind of low from you."

It was quite easy. Skeletor and his goons had stolen a communicator from Teela when she wasn't looking and then placed a distress signal in the Region of Flame, making He-man think that she was in trouble. When he made haste in his Attack Track, he left BattleCat behind to save some villagers from a flood. But when he arrived at the forbidden land, he found nothing until Beastman, Whiplash, Two-Bad, and Merman jumped him from behind, taking turns beating the shit out of him with clubs and fists (except Whiplash, who mostly used his tail). He-man was not expecting such a relentless thrashing and was quickly subdued. They all piled in a single Roton and flew He-man's unconscious body to Snake Mountain where Skeletor had his own evil plans for him.

Naturally on the other side of Eternia, Man-at-Arms had a search party going that involved the help of Fisto, Buzz-Off, and Ram-Man. Orko was allowed to tag along if he kept his magic to himself. They had checked the Region of Flame and talked to the fire people but no one had seen He-man that day. They even checked the hideout of the Evil Horde but Hordak was too busy playing with his giant pit viper and couldn't be bothered. They had only one other place to check for their lost friend: Snake Mountain.

At Snake Mountain Skeletor was again laughing, now running a finger up the inside of He-man's taught muscular thigh, slowly working his way to the crotch.

"I've often wondered what you were hiding under these barbarian hair tighty whities." Skeletor marveled, "And now it seems I finally get my chance to find out!"

He-man struggled in his bonds, expecting any second that his ultra power strength would allow him to break them with ease. But unlike every single other time he found himself in this same situation, he was not able to.

"Stop struggling MuscleHead," Skeletor ordered, "you'll only end up chafing yourself."

When He-man spoke again there was a little bit of desperation in his voice, "What are you going to do to me Skeletor?" he demanded.

"It's simple fool," Skeletor sat back in his throne and lit a corncob pipe, reminiscing. "Upon searching my dungeon the other day, looking for a volume of malevolent and useless spells I could cast on Eternia, but that would be thwarted within a half hour by you and your bumbling friends, I happened upon something else much, much more important."

He-man listened with interest. Skeletor continued.

"The last guy who owned Snake Mountain was a weird fellow who spent his final years trying to find out exactly where the power of Grayskull comes from."

He-man was beginning to sweat from his brow. He knew what was coming and he didn't want to hear it.

"It turns out the power of Grayskull was never actually channeled through you by your sword at all. The sword was a metaphor this whole time..."

He-man tried to fake a look of stupidity. But Skeletor wasn't buying it.

Skeletor laughed triumphantly. "I now know He-man, once and for all that the power of Grayskull, which will be mine very soon, IS IN YOUR PENIS!"

'Oh crap,' He-man thought, 'I'm fucked.'

Skeletor undid He-man's large metal belt and pawed through the soft fur of He-man's shorts. Sure enough there was nothing separating He-man's privates from the cold air but that small layer of hanging hair. With that Skeletor tore the undies off off He-man, leaving him naked save for his metal chest harness with the iron cross on it and his furry barbarian boots.

He-man's penis was huge. At least eleven inches, wholly thick and covered with pulsing veins.

"Oh my stars," Skeletor gasped. If he had more than just a skull for a face, he could smile huge and blush. He also cursed the fact that he had no lips because he wanted to take all eleven inches of He-man's cock into his mouth and shove it down his throat till his eyes watered. But alas Skeletor didn't have a throat or eyes for that matter, just a skull for a face. He then realized why he spent so many years hating He-man, because he was never able to blow him. To compensate, he yelled for his goons to enter the room.

"Hey boys," Skeletor called down the corridor, "Come check out He-man's awesome business!"

The room quickly filled with the sound of stomping feet as Skeletor's henchmen filed in like rats. As they saw him spread-eagled and mostly naked, there was a hush of dire awe.

"Damnn boss," Merman gargled "He-man's wang is a dream come true."

"Don't call me boss in front of He-man bitch!" Skeletor growled "Call me master!"

"Yes master." Merman hung his head in shame. The other henchmen gave him a stern look.

Skeletor clapped his hands all official. "Well boys," he said "Let's get down to it."

"What?" He-man looked panicked.

"We're going to take your penis eventually He-man, but all of us have been waiting years to fuck you first."

"Skeletor you son of a--" He-man screamed but his mouth was quickly filled with a wad of Tri-Clop's underwear.

Beastman got on top of He-man's helpless body and began dry humping him, kissing his cheks and his neck. Merman got down on his knees and began to tongue He-man's hairy asshole. Whiplash wrapped his tail around He-man's neck and squeezed until He-man almost lost consciousness and then he let go again.

Two-Bad walked up and grabbed Merman by the neck, shoving him away. "We want to fuck his ass," the blue head said. "Agreed," agreed the purple head. Merman knew not to mess with the two-headed power house.

Skeletor sat on his throne and watched his henchmen molest the steroid packed hero. His hand went under his dark blue loincloth and began to stroke his cock vigorously.

"Yeah, you like that, don't you He-man?" he hissed.

He-man could only look at Skeletor with tears in his eyes.

Two-Bad grabbed Merman by the neck again and forced Merman's face close to He-man's asshole again. "Spit on this for us Fishface." Two-Bad ordered in unison.

Merman gargled up a loogie and spit as close to the center of He-man's asshole as he could muster. But it missed its target and landed to the side. "Nice going dickhead." The blue head made fun of Merman before shoving him away again. Pulling down his banana hammock, Two-Bad had two cocks one right on top of each other, one blue, the other purple. He pressed them together and rammed them into He-man's hole. He-man screamed through Tri-clop's dirty underwear and tears ran down his mighty cheek. Whiplash licked the tears off lovingly as Two-Bad gave He-man's pleasure hole a double-dicking.

Meanwhile Beastman rotated his body so his own asshole was pressed into He-man's chin. He took He-man's cock in his fanged mouth and swallowed all eleven inches. It was only seconds before He-man got hard and Beastman had a full on blowjob working out.

"Double your pleasure, double your fun." the purple head on Two-Bad sang. "Shut up, your breaking my concentration." The blue head pumped away harder and faster on He-man's ass.

Skeletor was just about to cum when he realized he better stop this before anyone blew their wad. If they did it would make the magic in He-man's cock tainted and less pure. "All right, wrap it up fellas!" Skeletor urged.

"But master, we just started, Whiplash moaned, tugging on one of He-man's nipples.

"I said we're done LizardLips!" Skeletor berated.

"You suck Skeletor!" Two-Bad's blue head grumbled. "Hey smelly, come suck these dicks!" The purple head ordered Merman, but the fish man scrambled out of the room in fear. Two-Bad had to finish himself off, and blasted his load in a dark corner.

"Now it is time!" Skeletor stood over He-man once again. He now ripped off his own underwear to expose his raging hard-on. Eleven inches to match that of He-man's (only with a little skull where the tip of his penis should be). He removed the gag from He-man's mouth.

"Bastard," He-man sobbed, "you fucking bastard."

"Oh don't fret tight ass," Skeletor produced a hand held circular saw from beneath the table. He held He-man's massive man meat in his fingers and began to stroke it up and down.

As he pumped faster and harder He-man began to throw his head back in ecstasy, breathing heavier.

"Yes, YES!" Skeletor yelled, pumping even harder and faster. Beastman took the head of He-man's cock in his mouth and made circular motions around the head with his tongue. Two-Bad bent over and began sucking He-man's nipples at the same time. Whiplash used the tip of his tail to start massaging He-man's bruised anus. And Skeletor worked his jerking off of He-man's massive dick to a frenzy.

He-man clenched his teeth and grunted a white jizz began to shoot out of the tip of his cock like a geyser. It got on Beastman's face and he licked it off. Before He-man had even started to cum, Skeletor was sawing through both He-man's cock and balls, removing all of his manhood in one fell swoop. He-man's great capacity for pain did not even register it as he continued to cum, shooting semen out of the empty red hole where his cock and balls had been only seconds before. Whiplash shoved the tip of his tail deep into He-man's gaping asshole which made He-man cum even harder.

Skeletor raised the severed cock and balls over his head in victory. "I HAVE THE POWER!" he yelled. Everyone in the room (save for He-man) clapped and cheered. But suddenly Skeletor stopped and jiggled the giant limp dick and balls in his hand. "Now how do you get it to work?" he pondered, scratching his head.

"You need bravery to wield the power Skeletor." He-man got all stoic again, "Bravery and courage; and that's something you don't have," the 'lesson to be learned' music in every episode began to play.

"Huh," Skeletor sounded genuinely disappointed, looking at the dead penis in his hand. Even without a dick or testicles, He-man still somehow won in the end.

"Fuck you MuscleBrain!" Skeletor whined, throwing the cock and balls on the floor where it was carried away by mutant rats and devoured. "I can still fuck the shit out of you!"

Skeletor worked himself into a skull headed hard-on once again and shoved his cock deep into He-man's butthole again, fucking him furiously. "You think you're so great wise ass? You know what it's like to be foiled in ever episode??"

Just then the wall of Snake Mountain busted open and in rushed Man-at-Arms, Fisto, Buzz-Off, Ram-Man, and Orko. They were mre than a match for Skeletor's henchmen, and sent the goons running out of the building holding their heads in pain.

Seeing their comrade in peril, the group of heroes approached the table where Skeletor had He-man pinned down like a fly in a science experiment. "Back you fools!" Skeletor ordered, "Or I'll flood this man's rectum with semen so hot it will melt him from the inside! I mean it!"

Just then the 'He-man doing something cool' music came on and He-man sprouted a wicked grin. "HE-MAN!" the music chanted heroically. With that He-man pressed his butt cheeks together as hard as he could and tore Skeletor's skull dick clean off his body, taking balls and scrotum with it. Skeletor screamed and held his empty groin in pain just as Man-at-Arms beat him senseless with his mace.

With Skeletor tied up and all of the heroes resting in Snake Mountain drinking hot cocoa, they pondered today's adventure, agreeing they had all learned something.

"But what about getting He-man's dick back?" Ram-man stared at his nose.

"Allow me to answer that question," Orko piped up. Everyone was waiting for him to do something stupid. As he waved his hands and twinkled his fingers, light shot out of his sleeves, aimed at He-man's groin. And of course nothing happened. He-man still had a bandaged Barbie doll crotch. All of a sudden Man-at-Arms realized he had a little too much room in his barbarian underwear. He peered in and found his cock and balls had magically disappeared!

"Orko!" he yelled angrily and began to chase the little floating wizard as the rest of the heroes watched and laughed.