MODOK, you big-headed lout.
Why haven't you done anything right?
But-but you always use my brilliant plans
and never give me credit.
Silence, you MODOK you.
You just give me a headache.
Ah!
What-what is happening to me?
Then through some freak occurrence,
I become all powerful.
Dr. Doom, all will tremble at the might of MODOK.
Well, I knew my presentation would be the highlight
of the Big Really Amazingly Immense Noggin convention.
I rule BRAIN Con.
-Any questions?
Oh, well.
Does anyone else have the feeling that they're being watched?
-At last. -Ah!
You'll get one over on Doom through some freak occurrence?
It could happen.
Impossible. Do you remember...
Correct me if I am mistaken...
Big Head Super Team-Up number 141,
in which the character known as Boss Brain attempts to infiltrate...
Silence, voyeuristic fan-boy!
It is possible, Mr. Goody-Goody Watcher guy.
Watch this.
When the perfect Infinity fractal falls my way,
I'll be able to pursue my dreams of dominance!
Then I will be the one who finally destroys the Super Hero Squad.
Me, me, me, me, me.
Well, this I have got to see.
Just watch.
With that Infinity sword, I will rule the universe!
All right, Squaddies, time to Hero Up!
I hate those Squaddies.
MODOK, I told you not to put so much explosives in the charge.
This is all your fault.
Now get me that fractal back!
Get me that fractal back.
It's always my fault.
Maybe being born was my fault, too.
Thanks to your mistake, Doom,
that fractal is in play.
And I say batter up.
-It's mine! -No, it's mine.
Oh, oh, oh, oh.
What is happening?
I am the mighty MODOK.
Tremble at the power.
-Oh, Daddy.
Whoa, what have you been feeding him?
Now you will all tremble at the power
of the new, improved MODOK.
No power like Hulk power!
Now I will take all his power away.
Oh, oh, a power suck?
I want to see.
No, get out of...
That's not what I wanted.
A-bom, thanks for the distraction.
-Welcome. -Super Hero Squad, move in.
Okay, now you will tremble.
Oh. Hulk scrawny.
I see London, I see France.
Oopsie.
MODOK, now is your chance.
Blast Iron Man. Do it now!
Since when do you order I, the mighty MODOK, around?
MODOK, you fool.
What have you done to me?
Oh, I don't know.
We can't risk losing any more powers.
Back to the Helicarrier.
I got just the tech
to deal with this mightier M.O.-dork.
No! Wait for Hulk.
Oh, I like this. I like this very much.
Flee before the power of MODOK.
MODOK, restore my powers.
Silence!
That's better. I give the orders now.
We shall retire to celebrate my amazing victory.
Come along, puny weaklings.
Okay.
Mighty MODOK is my friend.
Oh, shut up and help me carry on my armor.
Oy.
Oh, Hulk puny.
Here you go, big guy.
Well, guy anyway.
These readings show MODOK is now more powerful than Doom.
That fractal stone has really gone to his head.
Get it? You see, it's lodged in his forehead.
It's right in the middle there,
between the eyebrow and his...
He's nothing but a head.
Where else would it get stuck?
Oh, MODOK, lord of the villains?
Odin's doughnuts, it can not be.
Yeah, it can.
Fortunately, I'm working on the S.A.P.S.S.
S.A.P.S.S., the Stark Anti-Power Sucking System.
That'll give us some protection.
Uh, well, even so,
that hyper head is already in the Hulk's class.
Ugh, Hulk not in Hulk's class.
Ow!
Hulk got strong.
I don't understand it.
How did that middling MODOK become so powerful?
You know, I think it would be fab
if we redid all the curtains and rugs in here.
And do we really need that big ugly Doom statue downstairs?
Get off the computer.
Abomination, Mole Man and I want to play some games.
Yes, MODOK.
Uh-uh-uh. What are you to call me now?
Hmm?
I mean, yes,
oh, most benevolent, all-powerful, super smart,
ruler of everything, MODOK.
Was that so hard?
Hmm, lunch time. Make me a sandwich.
I'll make your sandwich, between one fist and the other.
And don't forget to cut the crust off this time.
Oh, the possibilities.
Oh, Loki.
Mighty munificent MODOK,
I come to praise and to join you.
You must have a BFF.
BFF, what's that? A big fat friend?
Uh, no, best fiend forever.
That would be me.
Well, it sounds a little girly,
but so be it.
-You are my new BFF.
I thought we were going to be MODOK's toadies.
No offense.
Now, oh mighty one,
what should we do with our new city?
So many plans.
First, the VillainVille Comic Book Shop needs more evil titles
and more back issues and more giant bubble heads.
Uh, yes, an excellent start.
But what about statues of yourself everywhere,
and evil pranks on all your citizens?
Yes and yes.
I give you the new MODOK mansion.
Use a coaster.
That moon unit MODOK
is too busy doing stupid stuff
to suspect that I, Loki, will take control
when the time is right.
Sandwich.
Where is my peanut butter and jelly sandwich?
There's mighty MODOK's sandwich.
What?
Now cut off the crust. Cut off the crust!
Bow to me, the mighty MODOK.
And bow to my mighty crustless PB and J.
No! No! No! No!
Ah! No, no, no.
Oh! Oh! Oh, Doomy.
-Oh, my little Doomy bear.
I swear, I swear with every fiber of my being
that I will rise again,
and bring down that mighty...
MODOK!
Nuts!
Nuts.
Yeah, baby.
Ha!
They call me Dr. Doom!
Be careful, superheroes.
My anti-power sucking device isn't quite completed yet.
Uh, sorry, but I'm never careful.
Uh, wait. Don't move.
Hey, fellows. We prefer art in our city, not trash.
Everyone's a critic.
Whoa.
Oh, yeah?
You cannot match the power
of the amazingly mighty MODOK.
Eat repulsor, big head.
Your power is going to your head.
You get it? It's going to your head.
I think my new BFF will teach you a lesson.
Heimdall's whiskers.
Sorry, brother, but your powers have got to go.
Sinister sibling,
thou should not have started this fight.
-Ugh. -You can't do that to my BFF.
They steal-eth my powers
and change-eth mine wicked cool helmet.
Hey, nobody plays matchmaker to my bird.
Hey, wolf man, look at this.
Have a nice trip.
See you next fall.
Oh, man.
It is good to be so powerful.
Loki's such a wild card,
he's made MODOK even harder to fight.
We need to get reinforcements.
Are you kidding me?
Turn tail and run. No way!
We have no choice.
I wonder what Doom thinks of all this.
Doom may no longer be physically powerful,
but he still has that evil genius brain.
Don't worry, I got a plan D. D for Doom.
Uh, a little help.
Uh, can't someone assist me with mine heavy hammer?
What are you doing in my seat,
BFF?
Oh, just keeping it warm for you.
Really? Well, it's my throne
and I don't want your skinny Asgardian butt warming it.
Hey, no fair.
Well, you started it...
-Big Head. -Big Head?
Well, while you two stupendous super villains fight,
I'll just go get the fractal I just found.
Fractal? That's my job
You stay here. We'll go get the fractal
before the super zero squad does.
You stay here and make me some pizza rolls.
Cut off the crust.
Yes, the ones with the little pepperoni bits.
Thanks for helping out, you two.
Storm will replace Thor's elemental factor,
and Black Panther will replace Wolverine's animal factor,
and I'll try to replace Hulk's strength factor
with my ultra-armor.
Enough talk. Let's get to working out.
My boyfriend, always sparring.
Oh, Hulk feel wind-chill factor.
Hulk, are you trying to lose us our G rating?
Oh!
Maybe with you guys here, we can finally defeat the mighty MODOK.
I'm hoping for some real action.
You'll get your wish sooner than you think.
I just detected a fractal.
Ah, the fractal is in the M.
-Ah! -Not so fast, bobble-head boy.
Give up that fractal, MODOK.
Mighty MODOK to you, tin man.
I'll get the fractal.
You take care of the not so super heroes.
That's my fractal. Get it?
Hey, stop it.
-Doom? -Doom?
You're supposed to be on snack duty
back at the MODOK mansion.
Funny you should mention it.
I thought all your mighty villainy
would make you mighty hungry.
Oh, oh, oh. Careful, careful.
Hot plate. Very hot plate.
Oh, he delivers.
Keep the goodies warm while I destroy these goody-goodies.
Remember what we practiced and we'll get the upper hand.
Too slow, trickster.
Ha, even with new recruits you're no match for me.
Now tremble again
at the amazing power that is MODOK.
Ha.
I am not letting you take over!
I-I thought you were powerless.
Not anymore!
You know, I've decided I like the old, merrier MODOK better.
The mighty MODOK is about to do something Dr. Doom could never do...
Defeat the Super Hero Squad.
We hath not the power, but plenty of stones.
Wither at our rock-tossing prowess.
Hast thou had enough? Behold our rocky wrath.
For Asgard!
Ow, ow.
You've made MODOK mighty angry.
Uh.
Excellent.
Don't worry about them. They're powerless.
I'll help you destroy the others.
I don't need your help, imp.
You know, my cousin called me an imp once,
and to this day he doesn't walk right.
-Oh, yeah? -Yeah.
-Oh yeah? -Yeah.
Now's our chance to get Doom on our side for once.
-Oh, yeah? -Yeah.
What's up, Doc?
You gonna let those two goofballs
destroy your evil empire?
No, no, I'm not.
In fact, I'm unleashing this!
-Yeah. -Yeah.
-Oh, yeah? -Yeah.
You mess with Loki. You get the horns, mister.
That was your last warning. Tremble at the power!
Ouch.
Oh, yeah?
Oh-ho.
I am... Pardon me. Terribly sorry.
I hate to interrupt, mighty MODOK.
-Really? -But it is ice-cream time.
I told you to never bother me at wor...
Oh, ice-cream time.
I love ice-cream time.
Ow!
Oh, oh!
Brain freeze.
Really big brain freeze.
Ah-ha.
Time to drain your brain, M.O.-dork.
Ah!
Ah! Ow!
I'll take this.
Everyone's back at full strength.
Super Hero Squad, hero up.
Hulk missed you, muscles. Hulk smash!
Leave brother Loki to me.
Ah!
I can't believe I'm not the mighty MODOK anymore.
Now what may I do for you, most fair, most mighty,
most hopefully forgiving Dr. Doom?
Well, I'll deal with you
after you replace all of our statues!
Okay, I'm gonna do that so fast.
Dad! Dad, Thor's not playing fair again.
Hie thee back to Asgard, rogue.
Let's get the fractal out of that sign
and into safe-keeping.
Thanks for helping out on short notice, you two.
Oh, it was nice to be able to rain on MODOK's parade.
I never thought I'd want to see Doom back in charge.
Yeah, now I have to get things back to normal around here.
Oh, Hulk starving.
It just goes to show you
that when we put our heads together we...
Oh, just give it up already.
I'm so happy
that there are no hard feelings between us, dear leader.
And it's so nice that you still trust me enough to give me a new job.
Do you want me to clean up like I did in all the bathrooms upstairs?
No, no, no.
You just sit there in my new weapons testing chamber.
Be comfortable.
Weapons testing chamber?
Popcorn, boss?
Oh, how very kind of you.
Don't mind if I do.