1
00:00:01,000 --> 00:00:03,166
(MODOK) MODOK,
you big-headed lout.
2
00:00:03,250 --> 00:00:05,333
Why haven't you done
anything right?
3
00:00:05,417 --> 00:00:07,792
But-but you always use
my brilliant plans
4
00:00:07,875 --> 00:00:09,333
and never give me credit.
5
00:00:09,417 --> 00:00:11,208
Silence, you MODOK you.
6
00:00:11,291 --> 00:00:13,000
You just give me a headache.
7
00:00:13,083 --> 00:00:14,583
Ah!
8
00:00:14,667 --> 00:00:16,250
What-what is happening to me?
9
00:00:16,333 --> 00:00:17,959
Then through some
freak occurrence,
10
00:00:18,041 --> 00:00:20,125
I become all powerful.
11
00:00:20,208 --> 00:00:22,333
(groaning)
12
00:00:22,417 --> 00:00:26,208
Dr. Doom, all will tremble
at the might of MODOK.
13
00:00:26,291 --> 00:00:28,083
(diabolical laugh)
14
00:00:28,166 --> 00:00:31,208
Well, I knew my presentation
would be the highlight
15
00:00:31,291 --> 00:00:34,458
of the Big Really Amazingly
Immense Noggin convention.
16
00:00:35,125 --> 00:00:37,166
I rule BRAIN Con.
17
00:00:37,250 --> 00:00:38,709
(snores)
18
00:00:39,208 --> 00:00:40,250
(shrieks)
19
00:00:45,291 --> 00:00:47,458
-(lone audience member claps)
-(MODOK) Any questions?
20
00:00:47,542 --> 00:00:48,834
Oh, well.
21
00:00:48,917 --> 00:00:51,166
Does anyone else have the feeling
that they're being watched?
22
00:00:51,250 --> 00:00:52,625
-At last.
-Ah!
23
00:00:52,709 --> 00:00:55,875
You'll get one over on Doom
through some freak occurrence?
24
00:00:55,959 --> 00:00:57,417
It could happen.
25
00:00:57,500 --> 00:00:58,625
(grunts)
26
00:00:59,792 --> 00:01:01,083
(groans)
27
00:01:05,166 --> 00:01:07,375
Impossible. Do you remember...
28
00:01:07,458 --> 00:01:09,583
Correct me if I am mistaken...
29
00:01:09,667 --> 00:01:11,875
Big Head Super Team-Up
number 141,
30
00:01:11,959 --> 00:01:15,667
in which the character known
as Boss Brain attempts to infiltrate...
31
00:01:15,750 --> 00:01:18,000
Silence, voyeuristic fan-boy!
32
00:01:18,083 --> 00:01:21,792
It is possible,
Mr. Goody-Goody Watcher guy.
33
00:01:21,875 --> 00:01:23,375
Watch this.
34
00:01:23,458 --> 00:01:26,208
When the perfect
Infinity fractal falls my way,
35
00:01:26,291 --> 00:01:29,000
I'll be able to pursue
my dreams of dominance!
36
00:01:29,083 --> 00:01:33,583
Then I will be the one who finally
destroys the Super Hero Squad.
37
00:01:33,667 --> 00:01:35,959
Me, me, me, me, me.
38
00:01:36,041 --> 00:01:39,041
Well, this I have got to see.
39
00:01:39,125 --> 00:01:40,750
Just watch.
40
00:01:47,291 --> 00:01:51,208
(Dr. Doom) With that Infinity sword,
I will rule the universe!
41
00:01:53,625 --> 00:01:56,000
All right, Squaddies,
time to Hero Up!
42
00:01:56,667 --> 00:01:59,500
♪ When the bad guys are out
all you have to do is shout now ♪
43
00:01:59,583 --> 00:02:01,667
♪ Who's gonna Hero Up? ♪
44
00:02:02,375 --> 00:02:04,834
♪ Well, they may not get along
but they're always fighting strong now ♪
45
00:02:04,917 --> 00:02:06,542
♪ Who's gonna Hero Up? ♪
46
00:02:07,375 --> 00:02:12,083
♪ Who'll save the day?
The Super Hero Squad ♪
47
00:02:12,166 --> 00:02:15,667
♪ They'll Hero Up again ♪
48
00:02:15,750 --> 00:02:18,041
♪ Super Hero Squad! Hero Up ♪
49
00:02:18,125 --> 00:02:20,291
♪ Super Hero Squad! Hero Up ♪
50
00:02:20,375 --> 00:02:21,667
♪ Wolverine and Hulk
are fierce ♪
51
00:02:21,750 --> 00:02:23,250
♪ Dr. Doom ends up in tears ♪
52
00:02:23,333 --> 00:02:25,458
♪ When Iron Man
joins the fight ♪
53
00:02:25,542 --> 00:02:27,750
♪ Falcon darts in from the sky
Silver Surfer by his side ♪
54
00:02:27,834 --> 00:02:32,041
♪ Thor's hammer
has thunder's might ♪
55
00:02:32,125 --> 00:02:36,458
♪ Who'll save the day?
The Super Hero Squad ♪
56
00:02:36,875 --> 00:02:40,417
♪ They'll Hero Up again ♪
57
00:02:40,500 --> 00:02:42,667
♪ Super Hero Squad Hero Up ♪
58
00:02:42,750 --> 00:02:45,250
♪ Super Hero Squad! Hero Up ♪
59
00:02:45,333 --> 00:02:47,750
♪ Super Hero Squad Hero Up ♪
60
00:02:47,834 --> 00:02:50,000
♪ Super Hero Squad ♪
61
00:02:50,625 --> 00:02:52,166
I hate those Squaddies.
62
00:03:02,834 --> 00:03:06,959
MODOK, I told you not to put
so much explosives in the charge.
63
00:03:07,041 --> 00:03:08,750
This is all your fault.
64
00:03:08,834 --> 00:03:11,625
Now get me that fractal back!
65
00:03:11,709 --> 00:03:13,625
(mocking)
Get me that fractal back.
66
00:03:13,709 --> 00:03:15,208
It's always my fault.
67
00:03:15,291 --> 00:03:17,542
Maybe being born
was my fault, too.
68
00:03:19,083 --> 00:03:20,250
Thanks to your mistake, Doom,
69
00:03:20,333 --> 00:03:21,750
that fractal is in play.
70
00:03:21,834 --> 00:03:23,041
And I say batter up.
71
00:03:23,125 --> 00:03:24,750
-It's mine!
-No, it's mine.
72
00:03:24,834 --> 00:03:25,875
(grunts)
73
00:03:27,834 --> 00:03:28,834
Oh, oh, oh, oh.
74
00:03:28,917 --> 00:03:31,542
What is happening?
75
00:03:32,417 --> 00:03:33,625
(MODOK screams)
76
00:03:34,375 --> 00:03:37,709
I am the mighty MODOK.
77
00:03:37,792 --> 00:03:39,208
Tremble at the power.
78
00:03:39,291 --> 00:03:41,083
-(Super Heroes groan)
-(Thor) Oh, Daddy.
79
00:03:43,542 --> 00:03:44,917
Whoa, what have
you been feeding him?
80
00:03:45,000 --> 00:03:47,709
Now you will all tremble
at the power
81
00:03:47,792 --> 00:03:50,458
of the new, improved MODOK.
82
00:03:51,583 --> 00:03:54,583
No power like Hulk power!
83
00:03:56,625 --> 00:03:59,208
Now I will take
all his power away.
84
00:03:59,291 --> 00:04:01,375
Oh, oh, a power suck?
85
00:04:01,458 --> 00:04:02,375
(chuckles)
86
00:04:02,458 --> 00:04:03,875
I want to see.
87
00:04:05,291 --> 00:04:06,667
No, get out of...
88
00:04:06,750 --> 00:04:08,625
(grunts) That's not
what I wanted.
89
00:04:08,709 --> 00:04:10,125
A-bom, thanks
for the distraction.
90
00:04:10,208 --> 00:04:12,834
-Welcome.
-Super Hero Squad, move in.
91
00:04:13,875 --> 00:04:16,458
Okay, now you will tremble.
92
00:04:19,333 --> 00:04:22,083
Oh. Hulk scrawny.
93
00:04:23,625 --> 00:04:27,083
I see London, I see France.
94
00:04:28,291 --> 00:04:29,458
Oopsie.
95
00:04:31,083 --> 00:04:33,125
MODOK, now is your chance.
96
00:04:33,208 --> 00:04:36,250
Blast Iron Man. Do it now!
97
00:04:36,333 --> 00:04:40,583
Since when do you order I,
the mighty MODOK, around?
98
00:04:40,667 --> 00:04:41,750
(Doom groaning)
99
00:04:44,166 --> 00:04:45,417
MODOK, you fool.
100
00:04:45,834 --> 00:04:48,291
What have you done to me?
101
00:04:48,959 --> 00:04:50,709
Oh, I don't know.
102
00:04:53,291 --> 00:04:55,166
We can't risk
losing any more powers.
103
00:04:55,250 --> 00:04:56,333
Back to the Helicarrier.
104
00:04:56,375 --> 00:04:57,667
I got just the tech
105
00:04:57,750 --> 00:04:59,417
to deal with this
mightier M.O.-dork.
106
00:04:59,500 --> 00:05:01,375
No! Wait for Hulk.
107
00:05:01,458 --> 00:05:04,917
Oh, I like this.
I like this very much.
108
00:05:05,000 --> 00:05:07,417
Flee before the power of MODOK.
109
00:05:07,959 --> 00:05:10,792
MODOK, restore my powers.
110
00:05:10,875 --> 00:05:12,458
Silence!
111
00:05:12,542 --> 00:05:15,125
That's better.
I give the orders now.
112
00:05:15,208 --> 00:05:18,417
We shall retire to celebrate
my amazing victory.
113
00:05:18,500 --> 00:05:19,709
Come along, puny weaklings.
114
00:05:19,792 --> 00:05:22,083
(chuckles) Okay.
115
00:05:22,166 --> 00:05:24,417
Mighty MODOK is my friend.
116
00:05:25,166 --> 00:05:29,041
Oh, shut up and help me
carry on my armor.
117
00:05:29,500 --> 00:05:30,500
Oy.
118
00:05:35,875 --> 00:05:38,792
(Hulk grunting)
119
00:05:39,291 --> 00:05:41,792
Oh, Hulk puny.
120
00:05:42,792 --> 00:05:44,000
Here you go, big guy.
121
00:05:44,083 --> 00:05:46,041
Well, guy anyway.
122
00:05:46,125 --> 00:05:49,792
(whistles) These readings show MODOK
is now more powerful than Doom.
123
00:05:49,875 --> 00:05:53,083
That fractal stone
has really gone to his head.
124
00:05:53,166 --> 00:05:56,208
(laughs)
125
00:05:56,625 --> 00:05:59,625
Get it? You see, it's lodged
in his forehead.
126
00:06:00,375 --> 00:06:02,000
It's right in the middle there,
127
00:06:02,083 --> 00:06:03,583
between the eyebrow and his...
128
00:06:03,667 --> 00:06:05,166
He's nothing but a head.
129
00:06:05,250 --> 00:06:06,375
Where else would it get stuck?
130
00:06:06,875 --> 00:06:10,959
Oh, MODOK,
lord of the villains?
131
00:06:11,041 --> 00:06:13,500
Odin's doughnuts,
it can not be.
132
00:06:13,583 --> 00:06:15,041
Yeah, it can.
133
00:06:15,125 --> 00:06:17,000
Fortunately, I'm working on
the S.A.P.S.S.
134
00:06:17,083 --> 00:06:19,959
S.A.P.S.S.,
the Stark Anti-Power Sucking System.
135
00:06:20,041 --> 00:06:21,125
That'll give us
some protection.
136
00:06:21,208 --> 00:06:22,875
Uh, well, even so,
137
00:06:22,959 --> 00:06:25,709
that hyper head is already
in the Hulk's class.
138
00:06:25,792 --> 00:06:28,709
Ugh, Hulk not in Hulk's class.
139
00:06:28,792 --> 00:06:29,792
Ow!
140
00:06:29,875 --> 00:06:31,333
Hulk got strong.
141
00:06:34,917 --> 00:06:36,250
(Dr. Doom)
I don't understand it.
142
00:06:36,333 --> 00:06:38,667
I don't understand it.
143
00:06:38,750 --> 00:06:43,041
How did that middling
MODOK become so powerful?
144
00:06:43,125 --> 00:06:44,542
You know,
I think it would be fab
145
00:06:44,625 --> 00:06:46,542
if we redid all
the curtains and rugs in here.
146
00:06:46,625 --> 00:06:50,583
And do we really need
that big ugly Doom statue downstairs?
147
00:06:50,667 --> 00:06:52,375
Get off the computer.
148
00:06:52,458 --> 00:06:54,667
Abomination, Mole Man and I
want to play some games.
149
00:06:54,750 --> 00:06:58,291
(grunts) Yes, MODOK.
150
00:06:58,375 --> 00:07:01,083
Uh-uh-uh.
What are you to call me now?
151
00:07:01,166 --> 00:07:02,166
Hmm?
152
00:07:02,250 --> 00:07:04,625
(grunts) I mean, yes,
153
00:07:04,709 --> 00:07:08,041
oh, most benevolent,
all-powerful, super smart,
154
00:07:08,125 --> 00:07:11,375
ruler of everything, MODOK.
155
00:07:11,458 --> 00:07:13,458
Was that so hard?
156
00:07:13,542 --> 00:07:16,750
Hmm, lunch time.
Make me a sandwich.
157
00:07:17,250 --> 00:07:18,959
(mockingly) Make me a sandwich.
158
00:07:19,041 --> 00:07:22,792
I'll make your sandwich,
between one fist and the other.
159
00:07:22,875 --> 00:07:26,291
(MODOK) And don't forget to cut
the crust off this time.
160
00:07:28,333 --> 00:07:30,750
(chuckles)
161
00:07:30,834 --> 00:07:33,375
Oh, the possibilities.
162
00:07:35,542 --> 00:07:37,041
Oh, Loki.
163
00:07:37,125 --> 00:07:39,166
Mighty munificent MODOK,
164
00:07:39,250 --> 00:07:42,250
I come to praise
and to join you.
165
00:07:42,333 --> 00:07:43,917
You must have a BFF.
166
00:07:44,000 --> 00:07:46,750
BFF, what's that?
A big fat friend?
167
00:07:46,834 --> 00:07:50,166
Uh, no, best fiend forever.
168
00:07:50,250 --> 00:07:51,417
That would be me.
169
00:07:51,500 --> 00:07:53,458
Well, it sounds a little girly,
170
00:07:53,542 --> 00:07:54,709
but so be it.
171
00:07:54,792 --> 00:07:57,166
-You are my new BFF.
-(burps)
172
00:07:57,250 --> 00:07:59,834
I thought we were going
to be MODOK's toadies.
173
00:07:59,917 --> 00:08:01,709
No offense. (burps)
174
00:08:01,792 --> 00:08:04,041
Now, oh mighty one,
175
00:08:04,125 --> 00:08:07,041
what should we do
with our new city?
176
00:08:07,125 --> 00:08:08,875
So many plans.
177
00:08:08,959 --> 00:08:12,375
First, the VillainVille Comic Book Shop
needs more evil titles
178
00:08:12,458 --> 00:08:15,959
and more back issues
and more giant bubble heads.
179
00:08:16,041 --> 00:08:17,709
Uh, yes, an excellent start.
180
00:08:17,792 --> 00:08:20,917
But what about statues
of yourself everywhere,
181
00:08:21,041 --> 00:08:24,875
and evil pranks
on all your citizens?
182
00:08:24,959 --> 00:08:26,375
Yes and yes.
183
00:08:40,125 --> 00:08:41,834
(trills)
184
00:08:41,917 --> 00:08:44,750
I give you
the new MODOK mansion.
185
00:08:44,834 --> 00:08:45,959
Use a coaster.
186
00:08:46,041 --> 00:08:47,875
That moon unit MODOK
187
00:08:47,959 --> 00:08:49,875
is too busy doing stupid stuff
188
00:08:49,959 --> 00:08:53,667
to suspect that I, Loki,
will take control
189
00:08:53,750 --> 00:08:55,458
when the time is right.
190
00:08:56,125 --> 00:08:58,333
(laughs)
191
00:09:05,291 --> 00:09:06,750
(mumbles)
192
00:09:15,834 --> 00:09:17,417
Sandwich.
193
00:09:17,500 --> 00:09:19,458
Where is my peanut butter
and jelly sandwich?
194
00:09:19,542 --> 00:09:21,834
There's mighty
MODOK's sandwich.
195
00:09:21,917 --> 00:09:22,917
What?
196
00:09:24,500 --> 00:09:27,458
Now cut off the crust.
Cut off the crust!
197
00:09:27,542 --> 00:09:30,333
Bow to me, the mighty MODOK.
198
00:09:30,417 --> 00:09:34,166
And bow to my mighty
crustless PB and J.
199
00:09:34,250 --> 00:09:36,667
(laughs)
200
00:09:36,750 --> 00:09:41,375
No! No! No! No!
201
00:09:41,917 --> 00:09:43,750
Ah! No, no, no.
202
00:09:43,834 --> 00:09:46,125
Oh! Oh! Oh, Doomy.
203
00:09:46,208 --> 00:09:47,792
-Oh, my little Doomy bear.
-(squeaks)
204
00:09:47,875 --> 00:09:51,625
I swear, I swear
with every fiber of my being
205
00:09:51,709 --> 00:09:54,166
that I will rise again,
206
00:09:54,250 --> 00:09:58,709
and bring down that mighty...
207
00:09:58,792 --> 00:10:01,333
MODOK!
208
00:10:03,917 --> 00:10:06,917
(panting)
209
00:10:17,583 --> 00:10:18,542
Nuts!
210
00:10:19,125 --> 00:10:22,125
(grunting)
211
00:10:31,083 --> 00:10:32,125
(crash)
212
00:10:32,208 --> 00:10:33,417
Nuts!
213
00:10:34,625 --> 00:10:37,625
(grunting)
214
00:10:39,834 --> 00:10:40,834
(loud crash)
215
00:10:40,917 --> 00:10:42,208
Nuts.
216
00:10:43,500 --> 00:10:46,500
(grunting)
217
00:10:48,959 --> 00:10:50,125
Yeah, baby.
218
00:10:50,208 --> 00:10:51,375
Ha!
219
00:10:53,917 --> 00:10:55,750
(laughs)
220
00:10:57,250 --> 00:11:01,834
They call me Dr. Doom!
221
00:11:07,500 --> 00:11:09,333
Be careful, superheroes.
222
00:11:09,417 --> 00:11:11,583
My anti-power sucking device
isn't quite completed yet.
223
00:11:11,667 --> 00:11:14,375
Uh, sorry,
but I'm never careful.
224
00:11:14,458 --> 00:11:16,041
(groans)
225
00:11:16,125 --> 00:11:18,000
Uh, wait. Don't move.
226
00:11:18,083 --> 00:11:22,041
Hey, fellows. We prefer art
in our city, not trash.
227
00:11:22,125 --> 00:11:24,500
(grunts) Everyone's a critic.
228
00:11:25,500 --> 00:11:26,625
Whoa.
229
00:11:26,709 --> 00:11:27,917
(grunts)
230
00:11:28,000 --> 00:11:29,375
Oh, yeah?
231
00:11:31,208 --> 00:11:32,583
(grunts)
232
00:11:33,291 --> 00:11:34,333
(laughs)
233
00:11:34,417 --> 00:11:35,875
You cannot match the power
234
00:11:35,959 --> 00:11:38,041
of the amazingly mighty MODOK.
235
00:11:38,125 --> 00:11:39,875
Eat repulsor, big head.
236
00:11:41,917 --> 00:11:44,375
Your power
is going to your head.
237
00:11:44,458 --> 00:11:46,959
You get it?
It's going to your head.
238
00:11:48,375 --> 00:11:51,709
I think my new BFF
will teach you a lesson.
239
00:11:52,542 --> 00:11:54,875
(groans) Heimdall's whiskers.
240
00:11:55,500 --> 00:11:58,709
Sorry, brother, but your powers
have got to go.
241
00:11:58,792 --> 00:12:00,333
(both grunt)
242
00:12:00,417 --> 00:12:02,208
Sinister sibling,
243
00:12:02,291 --> 00:12:04,875
thou should not
have started this fight.
244
00:12:04,959 --> 00:12:07,834
-Ugh.
-You can't do that to my BFF.
245
00:12:08,792 --> 00:12:09,834
(flinches)
246
00:12:16,750 --> 00:12:18,500
They steal-eth my powers
247
00:12:18,583 --> 00:12:21,667
and change-eth
mine wicked cool helmet.
248
00:12:22,375 --> 00:12:25,291
Hey, nobody plays matchmaker
to my bird.
249
00:12:25,792 --> 00:12:27,417
Hey, wolf man, look at this.
250
00:12:27,500 --> 00:12:29,583
(whoops)
251
00:12:29,667 --> 00:12:31,917
(laughs) Have a nice trip.
252
00:12:32,000 --> 00:12:33,417
See you next fall.
253
00:12:35,583 --> 00:12:36,792
Oh, man.
254
00:12:36,875 --> 00:12:40,041
It is good to be so powerful.
255
00:12:41,500 --> 00:12:42,959
Loki's such a wild card,
256
00:12:43,041 --> 00:12:44,750
he's made MODOK
even harder to fight.
257
00:12:44,834 --> 00:12:46,041
We need to get reinforcements.
258
00:12:46,125 --> 00:12:47,166
Are you kidding me?
259
00:12:47,250 --> 00:12:49,583
Turn tail and run. No way!
260
00:12:49,667 --> 00:12:51,041
We have no choice.
261
00:12:51,125 --> 00:12:52,667
I wonder what Doom thinks
of all this.
262
00:12:52,750 --> 00:12:54,917
(both cheering)
263
00:12:57,917 --> 00:12:59,959
Doom may no longer
be physically powerful,
264
00:13:00,041 --> 00:13:02,500
but he still has
that evil genius brain.
265
00:13:02,583 --> 00:13:06,083
Don't worry, I got a plan D.
D for Doom.
266
00:13:06,166 --> 00:13:07,917
Uh, a little help.
267
00:13:08,000 --> 00:13:11,500
Uh, can't someone assist me
with mine heavy hammer?
268
00:13:11,583 --> 00:13:12,750
(groans)
269
00:13:17,417 --> 00:13:19,542
(MODOK)
What are you doing in my seat,
270
00:13:19,625 --> 00:13:21,291
BFF?
271
00:13:21,375 --> 00:13:23,458
Oh, just keeping it
warm for you.
272
00:13:23,917 --> 00:13:25,709
Really? Well, it's my throne
273
00:13:25,792 --> 00:13:29,458
and I don't want your skinny
Asgardian butt warming it.
274
00:13:29,959 --> 00:13:31,250
Hey, no fair.
275
00:13:31,333 --> 00:13:32,625
Well, you started it...
276
00:13:33,291 --> 00:13:35,458
-Big Head.
-Big Head?
277
00:13:35,542 --> 00:13:40,166
Well, while you two stupendous
super villains fight,
278
00:13:40,250 --> 00:13:44,500
I'll just go get
the fractal I just found.
279
00:13:44,583 --> 00:13:46,291
Fractal? That's my job
280
00:13:46,375 --> 00:13:48,542
You stay here.
We'll go get the fractal
281
00:13:48,625 --> 00:13:50,959
before the super
zero squad does.
282
00:13:51,041 --> 00:13:53,792
You stay here
and make me some pizza rolls.
283
00:13:53,875 --> 00:13:55,041
(mumbles)
284
00:13:55,125 --> 00:13:56,333
Cut off the crust.
285
00:13:56,417 --> 00:13:58,083
(whispers)
286
00:13:58,166 --> 00:14:00,166
Yes, the ones with
the little pepperoni bits.
287
00:14:05,625 --> 00:14:07,208
(Iron Man) Thanks for helping out,
you two.
288
00:14:07,291 --> 00:14:09,375
Storm will replace
Thor's elemental factor,
289
00:14:09,458 --> 00:14:11,834
and Black Panther will replace
Wolverine's animal factor,
290
00:14:11,917 --> 00:14:13,875
and I'll try to replace
Hulk's strength factor
291
00:14:13,959 --> 00:14:15,542
with my ultra-armor.
292
00:14:17,291 --> 00:14:19,792
Enough talk.
Let's get to working out.
293
00:14:20,625 --> 00:14:23,375
(Storm)
My boyfriend, always sparring.
294
00:14:26,291 --> 00:14:28,667
(grunting)
295
00:14:29,250 --> 00:14:32,792
Oh, Hulk feel wind-chill factor.
296
00:14:33,166 --> 00:14:35,125
(Iron Man) Hulk, are you trying
to lose us our G rating?
297
00:14:35,208 --> 00:14:36,333
Oh!
298
00:14:37,125 --> 00:14:40,125
Maybe with you guys here,
we can finally defeat the mighty MODOK.
299
00:14:40,208 --> 00:14:41,917
I'm hoping for some real action.
300
00:14:42,000 --> 00:14:43,709
You'll get your wish
sooner than you think.
301
00:14:43,792 --> 00:14:45,250
I just detected a fractal.
302
00:14:47,083 --> 00:14:50,291
Ah, the fractal is in the M.
303
00:14:50,834 --> 00:14:53,875
-Ah!
-Not so fast, bobble-head boy.
304
00:14:53,959 --> 00:14:55,667
Give up that fractal, MODOK.
305
00:14:55,750 --> 00:14:58,875
Mighty MODOK to you, tin man.
306
00:14:59,917 --> 00:15:01,542
I'll get the fractal.
307
00:15:01,625 --> 00:15:03,834
You take care
of the not so super heroes.
308
00:15:03,917 --> 00:15:05,667
That's my fractal. Get it?
309
00:15:05,750 --> 00:15:07,750
Hey, stop it.
310
00:15:07,834 --> 00:15:09,291
-Doom?
-Doom?
311
00:15:09,375 --> 00:15:10,917
You're supposed
to be on snack duty
312
00:15:11,000 --> 00:15:12,250
back at the MODOK mansion.
313
00:15:12,333 --> 00:15:13,667
(laughs)
314
00:15:13,750 --> 00:15:15,000
Funny you should mention it.
315
00:15:15,083 --> 00:15:17,625
I thought
all your mighty villainy
316
00:15:17,709 --> 00:15:20,500
would make you mighty hungry.
317
00:15:20,583 --> 00:15:22,542
Oh, oh, oh. Careful, careful.
318
00:15:23,208 --> 00:15:24,959
Hot plate. Very hot plate.
319
00:15:25,041 --> 00:15:27,083
Oh, he delivers.
320
00:15:28,041 --> 00:15:31,458
Keep the goodies warm
while I destroy these goody-goodies.
321
00:15:32,709 --> 00:15:35,583
Remember what we practiced
and we'll get the upper hand.
322
00:15:36,458 --> 00:15:38,208
Too slow, trickster.
323
00:15:39,000 --> 00:15:40,709
(snickers)
324
00:15:40,792 --> 00:15:45,083
Ha, even with new recruits
you're no match for me.
325
00:15:45,750 --> 00:15:46,959
(groaning)
326
00:15:48,875 --> 00:15:50,625
Now tremble again
327
00:15:50,709 --> 00:15:53,917
at the amazing power
that is MODOK.
328
00:15:54,000 --> 00:15:56,333
(laughs)
329
00:16:01,709 --> 00:16:03,834
(snickers) Ha.
330
00:16:03,917 --> 00:16:06,792
(laughs)
331
00:16:08,000 --> 00:16:11,500
I am not letting you take over!
332
00:16:11,583 --> 00:16:14,709
I-I thought you were powerless.
333
00:16:14,792 --> 00:16:17,458
Not anymore!
334
00:16:17,542 --> 00:16:18,542
(grunts)
335
00:16:20,417 --> 00:16:21,625
(grunts)
336
00:16:26,625 --> 00:16:28,709
(laughs)
337
00:16:40,375 --> 00:16:43,500
You know, I've decided I like the old,
merrier MODOK better.
338
00:16:43,583 --> 00:16:48,333
The mighty MODOK is about to do something
Dr. Doom could never do...
339
00:16:48,417 --> 00:16:51,000
Defeat the Super Hero Squad.
340
00:16:52,500 --> 00:16:54,875
(grunting)
341
00:16:56,250 --> 00:16:59,917
We hath not the power,
but plenty of stones.
342
00:17:00,000 --> 00:17:02,500
Wither at
our rock-tossing prowess.
343
00:17:02,583 --> 00:17:05,792
Hast thou had enough?
Behold our rocky wrath.
344
00:17:05,875 --> 00:17:07,417
For Asgard!
345
00:17:07,500 --> 00:17:08,625
Ow, ow.
346
00:17:10,291 --> 00:17:13,667
You've made MODOK mighty angry.
347
00:17:15,500 --> 00:17:17,208
Uh. (whimpering)
348
00:17:21,166 --> 00:17:22,458
Excellent.
349
00:17:22,542 --> 00:17:23,917
(groans)
350
00:17:24,000 --> 00:17:25,834
(grunts)
351
00:17:25,917 --> 00:17:28,166
Don't worry about them.
They're powerless.
352
00:17:28,250 --> 00:17:29,875
I'll help you destroy
the others.
353
00:17:29,959 --> 00:17:31,458
(groans)
354
00:17:32,417 --> 00:17:34,542
I don't need your help, imp.
355
00:17:34,625 --> 00:17:36,709
You know, my cousin
called me an imp once,
356
00:17:36,792 --> 00:17:38,542
and to this day
he doesn't walk right.
357
00:17:38,625 --> 00:17:41,125
-Oh, yeah?
-Yeah.
358
00:17:41,208 --> 00:17:42,709
-Oh yeah?
-Yeah.
359
00:17:42,792 --> 00:17:45,375
(arguing)
360
00:17:45,792 --> 00:17:48,083
Now's our chance to get Doom
on our side for once.
361
00:17:48,166 --> 00:17:49,417
-Oh, yeah?
-Yeah.
362
00:17:52,166 --> 00:17:53,542
What's up, Doc?
363
00:17:53,625 --> 00:17:55,083
You gonna let
those two goofballs
364
00:17:55,166 --> 00:17:57,083
destroy your evil empire?
365
00:17:57,166 --> 00:18:00,458
(mumbles) No, no, I'm not.
366
00:18:00,542 --> 00:18:04,417
In fact, I'm unleashing this!
367
00:18:04,500 --> 00:18:05,917
(tires squeal)
368
00:18:08,583 --> 00:18:09,667
-Yeah.
-Yeah.
369
00:18:09,750 --> 00:18:11,375
-Oh, yeah?
-Yeah.
370
00:18:11,458 --> 00:18:13,333
You mess with Loki.
You get the horns, mister.
371
00:18:13,417 --> 00:18:16,250
That was your last warning.
Tremble at the power!
372
00:18:20,917 --> 00:18:22,083
Ouch.
373
00:18:22,166 --> 00:18:23,166
Oh, yeah?
374
00:18:34,709 --> 00:18:35,750
(tires screech)
375
00:18:36,166 --> 00:18:37,250
Oh-ho.
376
00:18:37,333 --> 00:18:38,709
(groans)
377
00:18:38,792 --> 00:18:40,458
I am... Pardon me.
Terribly sorry.
378
00:18:40,542 --> 00:18:42,458
I hate to interrupt,
mighty MODOK.
379
00:18:42,542 --> 00:18:45,834
-Really?
-But it is ice-cream time.
380
00:18:45,917 --> 00:18:47,542
I told you to never
bother me at wor...
381
00:18:47,625 --> 00:18:49,333
Oh, ice-cream time.
382
00:18:49,417 --> 00:18:51,417
I love ice-cream time.
383
00:18:54,250 --> 00:18:57,542
(slurps)
384
00:18:57,625 --> 00:18:58,542
Ow!
385
00:18:58,625 --> 00:19:00,208
Oh, oh!
386
00:19:00,291 --> 00:19:01,375
Brain freeze.
387
00:19:01,458 --> 00:19:03,709
Really big brain freeze.
388
00:19:03,792 --> 00:19:04,917
Ah-ha.
389
00:19:09,250 --> 00:19:10,291
(grunts)
390
00:19:14,125 --> 00:19:16,291
Time to drain your brain,
M.O.-dork.
391
00:19:16,375 --> 00:19:17,542
(laughs)
392
00:19:20,875 --> 00:19:21,959
Ah!
393
00:19:22,959 --> 00:19:24,125
(grunts)
394
00:19:28,917 --> 00:19:31,458
Ah! Ow!
395
00:19:35,375 --> 00:19:37,000
I'll take this.
396
00:19:37,083 --> 00:19:38,083
(flinches)
397
00:19:43,041 --> 00:19:44,792
Everyone's back
at full strength.
398
00:19:44,875 --> 00:19:46,709
Super Hero Squad, hero up.
399
00:19:50,083 --> 00:19:52,750
♪ When the bad guys are out
all you have to do is shout now ♪
400
00:19:52,834 --> 00:19:54,458
♪ Who's gonna Hero Up? ♪
401
00:19:55,291 --> 00:20:00,166
♪ Who'll save the day?
The Super Hero Squad ♪
402
00:20:00,250 --> 00:20:03,709
♪ They'll Hero up again ♪
403
00:20:03,792 --> 00:20:06,291
♪ Super Hero Squad Hero Up ♪
404
00:20:06,375 --> 00:20:10,709
Hulk missed you, muscles.
Hulk smash!
405
00:20:11,250 --> 00:20:12,709
(cowers)
406
00:20:12,792 --> 00:20:15,166
Leave brother Loki to me.
407
00:20:18,458 --> 00:20:19,542
(flinches)
408
00:20:22,667 --> 00:20:24,500
(thunder crashes)
409
00:20:27,417 --> 00:20:28,417
Ah!
410
00:20:32,000 --> 00:20:33,542
(both scream)
411
00:20:35,208 --> 00:20:36,917
(both scream)
412
00:20:37,000 --> 00:20:40,417
I can't believe I'm not
the mighty MODOK anymore.
413
00:20:40,834 --> 00:20:44,000
Now what may I do for you,
most fair, most mighty,
414
00:20:44,083 --> 00:20:46,750
most hopefully
forgiving Dr. Doom?
415
00:20:46,834 --> 00:20:49,834
Well, I'll deal with you
416
00:20:49,917 --> 00:20:54,083
after you replace
all of our statues!
417
00:20:54,166 --> 00:20:56,500
Okay, I'm gonna do that
so fast.
418
00:20:56,583 --> 00:20:59,709
Dad! Dad, Thor's not playing
fair again.
419
00:20:59,792 --> 00:21:02,000
Hie thee back to Asgard, rogue.
420
00:21:04,333 --> 00:21:05,834
Let's get the fractal
out of that sign
421
00:21:05,917 --> 00:21:07,333
and into safe-keeping.
422
00:21:11,083 --> 00:21:13,041
Thanks for helping out
on short notice, you two.
423
00:21:13,125 --> 00:21:16,542
Oh, it was nice to be able to rain
on MODOK's parade.
424
00:21:16,625 --> 00:21:19,625
I never thought I'd want
to see Doom back in charge.
425
00:21:19,709 --> 00:21:22,291
Yeah, now I have to get things
back to normal around here.
426
00:21:22,375 --> 00:21:23,583
(loud gobbling)
427
00:21:23,667 --> 00:21:25,375
(burp)
428
00:21:29,959 --> 00:21:33,375
Oh, Hulk starving.
429
00:21:33,458 --> 00:21:35,083
(laughs)
It just goes to show you
430
00:21:35,166 --> 00:21:36,875
that when we put our heads
together we...
431
00:21:36,959 --> 00:21:38,542
Oh, just give it up already.
432
00:21:42,083 --> 00:21:43,834
(MODOK) I'm so happy
433
00:21:43,917 --> 00:21:47,375
that there are no hard feelings
between us, dear leader.
434
00:21:47,458 --> 00:21:51,375
And it's so nice that you still
trust me enough to give me a new job.
435
00:21:52,291 --> 00:21:55,542
Do you want me to clean up
like I did in all the bathrooms upstairs?
436
00:21:57,709 --> 00:21:59,709
No, no, no.
437
00:21:59,792 --> 00:22:04,542
You just sit there in my new weapons
testing chamber.
438
00:22:04,625 --> 00:22:06,291
Be comfortable.
439
00:22:06,375 --> 00:22:07,709
Weapons testing chamber?
440
00:22:07,792 --> 00:22:09,000
(gulps)
441
00:22:10,959 --> 00:22:12,542
(MODOK screams)
442
00:22:12,625 --> 00:22:15,250
(screams continue)
443
00:22:15,333 --> 00:22:17,375
Popcorn, boss?
444
00:22:17,458 --> 00:22:19,500
Oh, how very kind of you.
445
00:22:19,583 --> 00:22:20,709
Don't mind if I do.
446
00:22:25,959 --> 00:22:27,875
(Doom laughs)
447
00:22:27,959 --> 00:22:29,291
(snickers)