Man-E-Faces is an actor who uses his alternate faces primarily for the purpose of playing roles on stage. He is also able to change to numerous other faces alongside his robot and monster faces. He is given an origin episode early in the series, in the episode "The Mystery of Man-E-Faces". This episode reveals that he was originally a villain who terrorized others with his faces, but not so much out of evil desires as personal insecurity and basic survival needs. He was an outcast feared by virtually everyone for his ability to change his face, which in turn made him "cold and cruel" and so he began to abuse others out of resentment for mistreating him and to compensate for his personal crisis.
He was captured by Skeletor, who intended to recruit him as a henchman, but as he was not really evil he had no desire to join Skeletor and was forced into fighting He-Man against his will when his monster face was controlled by Beast Man's power. He-Man believed that Man-E-Faces was not a villain, and the Sorceress agreed, so with urging from He-Man, the Sorceress used her magic to help Man-E-Faces overcome Skeletor's influence. Grateful for their help, he returned the favor by helping to thwart Skeletor's attack on Castle Grayskull and, after telling them his story, feeling he had at last found the friendship and kindness he needed, he joined the Royal court as an actor.