Masters Of The Universe

He-Man + Skeletor – Everything You Loved About The Toys and TV Show = How Did This Get Made?!?!

Nobody sets out to make a bad movie. But the truth is, it happens all the time. And every time it does, there's a fun misadventure and cautionary tale lurking somewhere behind the scenes. This is that story for the 1987 live-action He-Man movie Masters of the Universe.

Masters of the Universe movie poster art by Drew sSruzan

Masters of the Universe movie poster art by Drew sSruzan

How Did This Get Made is a companion to the podcast How Did This Get Made with Paul Scheer, Jason Mantzoukas and June Diane Raphael which focuses on movies so bad they are amazing. This regular feature is written by Blake J. Harris, who you might know as the writer of the book Console Wars, soon to be a motion picture produced by Seth Rogen and Evan Goldberg. You can listen to the Masters of the Universe edition of the HDTGM podcast here. Note: the set photos used in this post are courtesy of Gary Goddard (the film's director).

Synopsis: After seizing control of Planet Eterernia's coveted Castle Grayskull, evildoer Skeletor (Frank Langella) prepares to vanquish his heroic, larger-than-life arch-nemesis: He-Man (Dolph Lundgren). But moments before delivering the fatal blow, a cosmic key unexpectedly transports He-Man and his valiant cronies to Earth, where a larger battle with galactic consequences ensues.

Tagline: A Battle Fought In The Stars…Now Comes To Earth

During the late 70s and early 80s, toymaker Mattel—best known for Barbie—was struggling mightily in the boys action figure space. Without a hit product on the horizon, they were a distant third to Hasbro (which had GI Joe) and Kenner (Star Wars). That would all change, however, in May of 1982 when Mattel introduced a bold new toy line: He-Man and the Masters of the Universe. By the end of that year, He-Man had become the most popular toy on the market.

To capitalize on the pandemonium (and also to keep driving it along), Mattel soon brought this intellectual property out into other mediums. There was a TV show, a pair of animated movies, a traveling live-action show and a line of comics published by DC. All of these things helped build the brand and increase sales. Given this track record, there were high hopes when a live-action movie adaption called Masters of the Universe was released in August 1987. Unfortunately, however, the film did not perform as expected—earning only $10 million at the box-office—and, after three weeks, Masters of the Universe was pulled from theaters nationwide.

How could this have possibly happened? How could a film based on such a hot property—and starring such a hot young actor—resulted in such an unfortunate fate? Was it really such a bad movie? Or, looking back, were there other factors at play?

Here's what happened, as told by those who made it happen…



  • Tom Kalinske Mattel, President
  • Tim Kilpin Mattel, Marketing Manager for Masters of the Universe
  • Joe Morrison Mattel, EVP of Marketing
  • John Weems Mattel, SVP of Entertainment
  • Anthony De Longis Actor (Blade)
  • Chelsea Field Actress (Teela)
  • Lillian Glass Dialogue Coach (Dolph Lundgren)
  • Gary Goddard Director
  • William Stout Production Designer

star wars


Tom Kalinske: Did I ever tell you the whole story with Star Wars? This one really is bizarre. It takes place some time in the 70s, back when I was at Mattel. It must have been a year or so before the first film came out, and we were presented with the concept of Star Wars.

At the time, George Lucas was seeking an upfront fee of $750,000 for the rights to manufacture toys based on the film. 

Tom Kalinske: The decision, ultimately, came down to Ray Wagner, who was the president of Mattel. And Ray, he was one of the reasons why I joined the company in the first place. Dynamic and smart, he was a very impressive guy. Really hammered into us that you need to think about every aspect of a toy. Not just the design, but the packaging, the advertising and everything else. Anyway, so we have this meeting with George Lucas' agent, and we all come away impressed by what we've seen. Even Ray, he liked what he saw. But in terms of Mattel doing the toys, here's what he said: "Movies never work. Get me a good TV show instead. Television shows are seen weekly—they impact over and over—versus a movie that just comes out one time." And so, in the end, Ray passed on licensing Star Wars.

gi joe


Part 1: Rise of the He-Men

Tom Kalinske: Going into the 80s, Star Wars had taken off and GI Joe—over at Hasbro—had come back with a bang. Meanwhile at Mattel, we didn't have a strong male entity at the time.

Joe Morrison: Mattel was looking for new concepts in Boys. We had licensed some properties but, you know, nothing really outstanding.

Tom Kalinske: We had done a character called Big Jim, which was mildly successful in the early 70s, but it didn't last long. What we really needed to do was build a brand from scratch.

Joe Morrison: Towards the end of 1980, I took over as VP of Marketing for the Boys Division at Mattel. And, at the time, there was big research project going on that Ray Wagner had been pushing.

Tom Kalinske: We were trying to come up with something that could do for boys what Barbie did for girls. So we tested all sorts of things. Police characters, space characters, monsters, you name it. Until eventually we narrowed it down to a few concepts.

Joe Morrison: One was an army theme, a la GI Joe. One was a futuristic space theme, a la Star Wars. And the third was what we were calling a "Barbarian theme."


The original prototypes for the trio of toys that would eventually become He-Man were created by a talented Mattel designer named Roger Sweet. He presented his work to the company's executives at a product conference in December 1980. According to Sweet's memoir, Mastering The Universe, this was the third such conference that year dedicated to finding a male action figure line. "With the conference ending," Sweet describes, "…[Ray Wagner] pointed at the He-Man Trio. 'Those have the power,' Wagner said."

Joe Morrison: As the product line developed, He-Man was always just the test name—it was "Star Wars 2," "GI Joe 2" and "He-Man"—but nobody in management wanted He-Man as a name. So it was just this placeholder that nobody wanted. But I did, I knew it was right. And when I was a little boy, my uncles used to call me He-Man all the time so I just yessed everybody to death—yes, we'll make a change, yes, it'll be revised eventually, don't worry!—knowing full well that I didn't want to change anything. Nope, this is going out as He-Man.


Over the next several months, the concept evolved a great deal. Additional heroes were created—like Teela, Stratos and Man-at-Arms—evildoing foes were developed—like Skeletor, Beast Man and Mer-Man—and cosmetic changes were continually made to Mattel's chiseled master of the universe—like changing He-Man's hair color from brown to blonde to more closely resemble Tom Kalinske. (And to exude, like Kalinske, a kinder, breezier attitude.) Developing a likeable, I-want-to-be-him type of hero was pivotal to crafting the kind of story that could entice kids to enter Mattel's unique new universe.

Tom Kalinske: I think that the storytelling element was the most important part of it all. We needed to create a series of great stories—as well as a place where kids could imagining those stories happening—and we were fortunate to have some great writers involved in it. Joe Morrison himself was a very good writer, so that helped a lot too.

Joe Morrison: I also felt that we needed to do something that was distinctly different in terms of pricing and size. I mean, when you're dealing with young kids, that perception of feeling—the look, the texture, the overall impact—is very important. So I felt we would be making a big mistake if we tried to do everything the same size as what was in the marketplace for GI and Star Wars. Three inches, I think. So we needed to do something bigger, something different.

Tom Kalinske: With Masters of the Universe, it was all about doing things differently. That was our only chance, really. And with the final Star Wars film coming out in '83, we thought the timing was right.

Joe Morrison: Then probably the next most important thing we did was the commercial. We had a father walk into the living room and see his son playing with action figures on the floor. Then something catches the father's eye and he says, "Hey, who's the big guy with the muscles?" And it had a couple of messages:

  1. Most kids want their parents to pay attention to them and, okay, the kid's got something in his hand that gets his father's attention.
  2. Our tagline for the commercial was "I have the power!" And that was the theme, really. Because, I mean when you're a little kid, everybody tells you what to do. Parents, teachers, everywhere. So little boys, they want power. And the kids who had He-Man had the power.

Tom Kalinske: Unlike girls, boys needed a more structured play environment. They didn't need just an ideal character to look up to—like Barbie is for girls—they needed a structured world within which they could play.

Joe Morrison: So we had Castle Grayskull, which was designed with a light side to it and a dark side to it. That of course, was in the commercial as well. And then the other thing that we had in the commercial that I thought was important was the music. When I was talking to the agency, I said, "I want music behind this thing that is Gregorian. Like a Gregorian Chant that you hear in church." [In a booming baritone] Heeee-Maaaan, Heeee-Maaaan. Within two days, I could hear my sons and their friends running around and shouting: Heeee-Maaaan, Heeee-Maaaan. That's when I said to myself, "Okay, I think we got something."

Tom Kalinske: The toy became very successful, very quickly.

Joe Morrison: When we got the go-ahead from management to do the original toy line, we put in an estimate of, like, $12 million in sales. Well, we didn't even release the toy until May of that year and we wound up doing $32 million. These were significant numbers in 1982.

Tom Kalinske: By the power of Grayskull!


Joe Morrison: To promote the line, we would have these in-store appearances of the characters. And I remember one day, we got a call from a police department in Florida. Tampa, I think. And the police called to tell us that the highway was all blocked off because there were so many kids trying to get there. And that went on around the country.

Tom Kalinske: Now, around this time I had a meeting with Art Spear and he sneered, "Yeah, maybe that's successful. But you'll never have a TV show so this won't go big." That made me really mad. I took that as a challenge.

Joe Morrison: We took the idea out to a few networks. But they weren't really into it. A TV show based on an action figure? No, it was supposed to be the other way around.

Tom Kalinske: The networks weren't interested in this thing. Fine. So we went out and met with different animated producers. And Lou Scheimer—over at Filmation—he was interested in working with us. So we made a deal with them to create 65 episodes. Mattel was gonna put up $3.5 million and Westinghouse [who had acquired Filmation in 1981] would also put up $3.5 million.

Joe Morrison: When we originally got into the deal, I think it was the Christmas before we got started, I had hired a writer by the name of Michael Halpern just to do a bible for us. We just paid that out of our brand budget. So within those guidelines, that's what we told Filmation we wanted. So we had that, plus a lot of the story had been told in advertising and there was also a strong personal relationship between us and Lou.


John Weems: Once the deal was signed, Mattel created a new Entertainment Division because, you know, they'd never done a cartoon or anything like this before. So about a month after I got to Mattel, Joe Morrison—who was my direct boss—he called me into his office and said, "We're going to do a He-Man television show. So why don't you come over and be the director of entertainment?" Well, I had come to California because I was very interested in the entertainment business and figured that Mattel would at least get me closer to that and allow me to do what I knew best: brand marketing. So, for me, this was a perfect opportunity. That said, it was pretty risky to put our money where our mouth was.

Joe Morrison: It was risky, yes, but the way we structured the deal it was less risky. We syndicated the show and for our "participation on the production," if you will, we received two-minutes a week of advertising for Mattel which we used for several of our other brands. The advertising that we got for our part of the deal on that thing was so undervalued

John Weems: There was a lot of concern about—between the show itself and the spots we were running—with critics asking: is this just an advertisement for the toy line? We eventually had Peggy Charren and Action for Children's Television lobbying against us. It's ruining our children's minds!


Nevertheless, these concerns didn't stop the show from launching (or succeeding).

Joe Morrison: The TV ratings went through the roof. Absolutely through the roof. All these kids went nuts over it. It was a phenomenon. It changed kids television.

John Weems: You have to remember that before this, syndicated television was just re-runs of older shows. You know, like The Flintstones and The Jetsons. So even though we started off in a not ideal time-slot, by the end of the first week it was the #1 children's show in syndication because it was brand new. It was up against Fred Flintstone here! That was a really big deal. And of course, that success was also fueled by the fact that Filmation had made a great cartoon show.

Joe Morrison: It really hit a chord.

John Weems: And everybody knows what to do with a hit. About a week in, they were already moving the show to the prime time slot after school. And within about three months, Group W [a part of Westinghouse] extended deals with the stations from two years to four. I gotta give them credit for that. They knew we got the hottest thing going so we gotta go right now…

Joe Morrison: Sales on the He-Man product line were going through the roof and thank god they did. Because other than He-Man, the company was going through a really tough time. Our Electronics Department [Mattel's videogame division] was going down the tubes, so we were hoisting everything on our shoulders. If not for He-Man, Mattel might have gone under. There's no question about it. No question. He-Man was doing, at that time, $400 million—if you took that piece out of the equation, there would be no Mattel. So it was kind of, you know, us against the world. It was a good time. It was a good time.

Tim Kilpin: At the time I joined Mattel, the Masters business was bigger than Barbie. And so the scale of everything changed dramatically. My first job on the brand entailed writing package copy, writing a few of those mini-comics (that came with the action figure. Then I moved from packaging into the marketing group, where we worked very closely with the animation company. Scheimer's people. Making sure that the stories told on TV matched up with what we were doing with the toy line. Because back then, there was a lot of noise in the system about what's driving what. Are the toys driving the TV show, or is the TV show driving the toys? And the truth is that line was always blurred because we were trying to make them both work, and try to make them work together.

John Weems: As you can imagine, Filmation did not want to be seen to be making a show that was somehow just a big giant ad for a toy line. They wanted to make what they considered to be a great show. So anything that resembled what they would term us as "giving creative suggestions," they were very resistant to it. I mean, they never came out and said, we will not take your suggestions." But, you know, they'd just shine us on.

Tim Kilpin: How would I describe the relationship between Mattel and Filmation? Collaboration with tension, I guess, is the best way to put it. We, on the toy side, we owned the intellectual property and believed that it was driving the brand. And so from a marketing standpoint, we would work very closely with Product Development people to come up with a line plan and a story plan to anchor where we were going to do in 1985, '86, '87, etc. So we were creating characters, you know? We were creating the evil horde and the snake men and everybody else.

Joe Morrison: I'm sure there may have been some ups and downs, but overall it was not a very difficult relationship. Filmation did good work and we always had that relationship—we had that trust—with Lou. They brought a lot to the table


Tim Kilpin: For example, Orko as a character was created for the show. We never anticipated Orko as a toy, it was never a part of the process. But then as the show took off and got really popular, Orko became a really important character in the storytelling. And then we came back and made the toy. So it was a blurry line and sometimes, of course, there would be tension. Like, for example, we'd say we want to have Battle Bones in this episode. Because we wanted to sell more Battle Bones! And they'd say, "No, that doesn't make sense from a story standpoint." So we kind of had to learn each other's business a little bit. So we could understand why something did or didn't make sense. And it was a great learning experience because there was no rulebook for it. We were kind of just figuring it all out as we went.

Tom Kalinske: The writing was terribly important. Creating the stories was very, very important. Because without it, you didn't have this world. You didn't have this environment that the boys could play in.

Tim Kilpin: So we had that dialogue with Filmation every day. And we'd have our own debates internally too. Because we'd have our Entertainment tell us, "You can't just turn this into a parade of characters, trying to trot them out to the toy line."

John Weeks: It had to sort of be its own organic universe.

Tim Kilpin: Because otherwise kids would see through it. And so we had to learn from a toy marketing perspective what it meant to build a brand with a story behind it. Because the longer-term goal—for everybody—was always to build something that could last. We didn't want to just create a one-year or a two-year thing. Like most toys in this business. Let's not shoot ourselves in the foot here. Let's try to build it in a way so that it has the chance to live for multiple years. Let's build something, all of us together, that really has the chance to last. Now, we weren't necessarily successful on that front…

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