A childhood friend of Adam and Teela's, David the Duke of Abra, appears at the Royal Palace- however he is inexplicably still a child even after all these years and has lost his memory. It transpires he has been the victim of his evil uncle, Count Marzo, who is concocting a wicked scheme with a memory-draining fountain. He-Man tells viewers the threat of drowning is very real, and to never swim alone.