At the Fright Zone, Hordak is chiding Catra for her recent failures to capture the rebels. Shadow Weaver proposes that there is a way that they can get rid of the rebels one by one, by using one of their own against them. Meanwhile, at the Whispering Woods, Bow is trying to decide which of his talents he will display in the Summer Moon Festival, his magic tricks or his music. The Twigget named Sprint will use his dancing and acrobatic ability to compete in the festival, but Sprittina is depressed because she has no talent as the others do.
An old woman approaches her and offers to solve her problem by giving her magic paints, which will allow her to accurately "capture" any portrait she tries to paint. She tests the paints on Netossa, who is impressed with the likeness that Sprittina has painted of her. Leaving Sprittina, Netossa begins to grow ill, and disappears into nothingness. Out of sight the old woman reveals herself to be Catra in disguise. Meanwhile, Sprittina continues to travel amongst the rebels and paint their portraits. She paints Bow, causing him to likewise grow sick and vanish, and when the others see how life-like her portraits are, they line up, anxious to get Sprittina to capture their likeness as well.
Madame Razz begins to suspect that magic is at work, noting that Bow, Broom, Kowl, and Netossa have all vanished. Unbeknownst to the other rebels, these rebels have been captured on a canvas that hangs on the walls of the Fright Zone. Sprittina is anxious to paint Adora and Spirit, and as she is about to begin their portrait, Madame Razz arrives to warn her that Catra's troops are heading for Bright Moon, and that she is unable to find the other rebels. Adora orders that a search party be organized to find them, as Queen Angella and Glimmer defend against Catra's air assault.
As Madame Razz and the other rebel villagers search for the missing rebels, Adora transforms into She-Ra. She senses that the paintings are life-like, and that they must hold the key to finding their friends. She-Ra goes to help Bright Moon as it is pounded by the attacks, while Madame Razz discovers that Sprittina was given magic paints which have trapped their friends. She-Ra slices the Batmeks in half, while Madame Razz uses her magic to conjure an image of their friends' whereabouts at the Fright Zone. She races to tell She-Ra this new information, as Sprittina heads off to save her friends and undo the damage she has caused. Sprint and Sprittina are captured by Hordak upon their arrival at the Fright Zone, but She-Ra soon arrives and scares Hordak away. Hordak calls Catra back to the Fright Zone as her air assault on Bright Moon has left the Fright Zone defenseless.
Meanwhile, Sprint and Sprittina take the pictures to safety while She-Ra leads Catra's Batmeks away, destroying them. Having won the battle, Madame Razz uses her magic to free the rebels from the paintings, but Sprittina is still sad and afraid that the others will not like her anymore. Bow assures her that they know she did not mean any harm, and that she is very special to them, regardless of her talents.
Synopsis by by Michael Cravens