Original Airdate: 12/20/03
Webstor invades Andreenos and gorges on Ambrosia, transforming himself into a giant spider-beast. Underneath him, deep in the mines under the Mystic Mountains, miners are being evacuated by the Masters as they search for the Snake Men, who have come to seek food for King Hiss.
The Masters chase after Kobra Khan, Tung Lashor and Sssqueeze in the Spitbull. They surround the Snake Men, but they manage to escape after triggering a cave-in. Man-At-Arms and the Masters take word of the cave-in to the miners in a local tavern, and come across Fisto, who Duncan accuses of being a deserter during the Great Unrest. A fight almost ensues between them, as it is revealed that the pair are brothers. Elsewhere, Buzz-Off and Stratos discover Webstor has trapped their people in webbing. After finding out that Webstor has eaten Ambrosia, Buzz-Off fears what sort of monstrous change might have occurred in him. The pair travel on and find that Webstor has spawned eggs carrying spider creatures. Webstor and his army capture Buzz-Off and Stratos, the Masters arriving just in time to save them.
They battle Webstor and his hatchlings, which outnumber and bury them beneath a rockslide. Word gets back to Fisto of their peril, and he journeys to the Mystic Mountains to see what he can do. The Masters are in a difficult situation as He-Man cannot hold up the boulders forever, and any attempt to break the rocks might trap them further. Fisto ends up breaking them out by pounding through the mountainside with his massive right hand. In the process, he completely shatters his fist.
Despite their differences, Fisto saves Duncan because they are brothers, as Duncan prepares to return the favor. Webstor waits for the Masters to fall into his trap, but the Snake Men attack him and his army from beneath. When the Masters get there, they find Webstor severely beaten. Webstor reveals that the Snake Men attacked him and then ate all of his eggs and the creatures that he'd birthed. With Ambrosia running through their systems, the Masters feat that the Snake Men are far more dangerous than ever before.
Synopsis by Dave Newman