Avengers: 15 Things You Didn't Know About M.O.D.O.K.

MODOK with Secret Avengers Black Widow, Hawkeye, Spider-Woman, Coulson and Fury, Fighting Red Hulk, and Deadpool in His Doomsday Chair

Across comics and film, The Avengers have faced some of Earth’s mightiest villains in their efforts to protect the planet and the universe. From cosmically-powered despots and devourers of worlds, to nefarious neo-Nazis and mad scientists, the Avengers often have their hands full. Even non-comic fans are familiar with the likes of Doctor Doom, the Red Skull, Thanos, and Loki, but a few key supervillains from Marvel Comics have yet to make themselves known to a wider audience. Chief among them is M.O.D.O.K., whose name may not be well-known, but his countenance surely is.

The being alternately referred to as "Mechanized/Mental/Mobile Organism Designed Only for Killing", M.O.D.O.K. has long posed a threat to superheroes everywhere, especially Captain America. Usually serving as the head of super-scientist group A.I.M., the uber-genius is as deadly as he is frightening to behold. He’s just as often portrayed as morbidly absurd, making him a fan-favorite villain in the pages of Marvel Comics. His long history, however, means there’s a lot about him of which only die-hard readers are aware. Here’s 15 Things You Didn't Know About M.O.D.O.K.

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MODOK's Origin Against Captain America in Marvel Comics
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15 His Origin Is Tied to the Cosmic Cube

MODOK's Origin Against Captain America in Marvel Comics

There are actually a lot of Cosmic Cubes in the Marvel Universe, with multiple civilizations across space and time creating these devices to shape reality itself. The first to be introduced into comics was the Cube made by A.I.M. which debuted in Tales of Suspense #79–81 in 1966, written by Stan Lee and Jack Kirby.

By issue #93, the group of evil scientists decided they needed a way to fully study their creation, and came up with M.O.D.O.C. Fashioned as a "Mental Organism Designed Only for Computing", MODOC was the result of experimentation on AIM technician George Tarleton. The process created a monstrous-looking yet hyper-intelligent new being, but AIM soon rued their hubris.

Tarleton soon swapped the C for a K and set about ruthlessly ruling AIM and has served as the leader of the organization since. He drew the ire of Captain America when he kidnapped Sharon Carter, and the two continue to have a bitter rivalry to this day. Despite his obvious physical disadvantage, MODOK is one of the smartest and most dangerous foes Cap and the other Avengers have ever faced.

14 MODOK’s Been A Secret Avenger

MODOK as a Secret Avenger with Fury, Coulson, Hawkeye, Black Widow, and Spider-Woman

While MODOK has always been a villain, comic book writers are nothing if not creative. Towards the end of Secret Avengers Vol. 2 in 2014, writers Ales Kot and Nick Spencer laid the groundwork for MODOK defecting to SHIELD. AIM had recently been commandeered by Scientist Supreme Andrew Forson and began taking the organization in a bold new direction. MODOK was none too pleased with the development, and decided to leave the group along with a number of AIM’s top scientists. From there, he cut a deal with Maria Hill to begin working with SHIELD, and found himself as part of Kot’s new Secret Avengers when the book kicked off a fresh #1 with some incredible art by Michael Walsh.

The series saw MODOK slowly fall in love with ruthless SHIELD director Maria Hill, mix it up with fellow Secret Avengers Hawkeye and Spider-Woman, and go on a peyote vision quest with Agent Coulson. It’s the type of absurdist espionage that we wish Agents of SHIELD were capable of tackling, but the MCU hasn’t quite reached that level of surrealism yet.

13 He Has a Superior Form

Superior MODOK from Secret Avengers

If it seems a bit out of character for the murderous MODOK to suddenly switch sides and join his greatest enemies (while falling in love with a SHIELD director), don’t worry because the comics have a perfectly fantastical explanation for it. A few years before MODOK defected from AIM, he became Superior.

The title of "Superior" has been used for a few years now by Marvel to highlight more villainous versions of their heroes. There’s Superior Iron Man, with his cool Apple-inspired suit and more cutthroat personality thanks to AXIS. There’s also Superior Spider-Man, an equally ruthless version of the webslinger thanks his consciousness being replaced by Doctor Octopus. MODOK couldn’t get more evil, but he believed he could become stronger.

Throughout his existence, MODOK has had many cloned minds and bodies. One such mind was lying dormant for years until MODOK activated it after his other versions had all been destroyed. Free from much of his trauma, he dubbed himself MODOK Superior and it’s this version that would join SHIELD a few years later.

12 There Have Been Two Female Versions of MODOK

Ms. MODOK and MODAM, the Two Female Versions of MODOK

Over the course of the past few decades, we haven't just scene clones of MODOK—there have been entirely different versions of him. During a couple of the more bizarre MODOK stories (and that’s saying something), Marvel attempted to create two female versions of the villain.

The first was Dr. Kate Waynesboro, a SHIELD agent sent to watch over the Hulk and Bruce Banner. During a confrontation with Abomination, Waynesboro is captured and brought to a rogue group of AIM who are trying to destroy MODOK. In their attempt, they mutate Waynesboro into Ms. MODOK (because even super-scientists can be unoriginal) and attempt to have her destroy MODOK. Instead, she agrees to his courtship proposal. Luckily, that coupling doesn’t last long, as MODOK casually destroying Abomination forces her to change her mind and MODOK then reverts her to human form.

For the second female MODOK, the writers tried a little harder with the name. During the late ‘80s, while MODOK was dead, AIM mutated another of their own into a similar creature. Olinka Barankova became SODAM, "Specialized Organism Designed for Aggressive Maneuvers", and was sent to kill Hank Pym. Her name was later changed to MODAM, "Mental Organism Designed for Aggressive Maneuvers", offering a better pun on her technology and gender. Like Ms. MODOK, the character didn’t last long and hasn’t been seen in the comics for years.

11 AIM Had MODOK Assassinated

Death Adder and Cottonmouth Killing MODOK

Despite MODOK often acting as leader of AIM, the organization isn’t always that fond of him. Not only did they create Ms. MODOK to destroy him, but they’re the reason he was dead during MODAM’s reign. Due to his obsession with destruction and vengeance against superheroes, AIM grew increasingly frustrated with MODOK when their scientific ambitions weren't being satisfied. AIM first removed MODOK from the organization, which led to many of their skirmishes. Following the incident with Ms. MODOK and the Abomination, AIM finally decided to get rid of MODOK once and for all.

They hired super-assassins the Serpent Society in an effort to kill MODOK, and succeeded thanks to the work of Death Adder. For some time, his corpse remained with AIM as a central computer, but it was eventually destroyed by Iron Man. Of course, it doesn’t take long for AIM to repeat their mistakes and resurrect MODOK in a bid to create a new Cosmic Cube. It goes about as well as you’d expect, with MODOK once again taking control of AIM and setting his sights on the Avengers.

10 There Have Been Lots of Other Versions of Him

Elvis MODOK, Hector Hammond Version from Amalgam Comics, and Donald Trump as MODAAK

The two female versions of MODOK and his Superior form are just the tip of the iceberg. Thanks to Marvel’s various alternate worlds and comic lines, and MODOK’s proclivities for self-duplication and absurdity, there have been a ton of weird and wild variations on the villain over the years. There’s been MODOG, "Mobile Organism Designed Only for Genocide", defeated by Iron Man; MODAT, "Mobile Organism Designed Only for Talking", who took over talk radio airwaves in Howard the Duck; and the hilarious MODORD, "Mental Organism Designed Only for Roller Derby", who featured in a 2011 Dazzler-centric story.

In Warren Ellis’ Nextwave multiple Elvis Presley-inspired MODOKs exist and frequently shoot cheeseburgers at people. There’s also a baby MODOK whose parents are MODOK and MODAM. In the infamous Amalgam Comics line that combined Marvel and DC characters, MODOK is merged with Green Lantern villain and fellow person with a massive head Hector Hammond to create H.E.C.T.O.R., the "Highly Evolved Creature Totally Oriented on Revenge".

The most recent variation of MODOK features in Spider-Gwen and is known as MODAAK, the "Mental Organism Designed As America's King"; a barely-veiled jab at Donald Trump and one of Marvel’s more overtly political moments, thanks to artist and writer Jason Latour.

9 MODOK Has Some Incredible Powers

MODOK Versus Bullseye in Secret Wars

Thanks to the experimentation that AIM used to mutate Tarleton, MODOK is one of the smartest characters in all of the Marvel Universe. His massive mind essentially works as the world’s greatest supercomputer, processing heaps of data in the blink of an eye and storing untold amounts of information. His ability to calculate on a superhuman level also means he’s able to run scenarios at lightning speed, making him an expert in threat assessment.

In fact, his mental powers nearly border on the psionic, as he’s able to predict odds to an astonishing degree, control the minds of multiple people at once, and even generate powerful force fields around himself. Thanks to his special headband, MODOK’s even capable of focusing his mind’s power into a destructive energy beam. MODOK certainly doesn’t pose much of a physical threat, but his various mental abilities make him one incredibly deadly opponent in a fight.

8 He Pilots the Doomsday Chair

Hydra Bob in MODOKs Doomsday Chair in Deadpool Comic

On top of all the mental powers MODOK has, the villain is augmented even further thanks to the various tech he employs. His mutation, however, also serves as his main weakness and causes him to rely on that tech. Though his brain is awesome in its power, his body is incredibly weak due to his transformation. As such, he’s in constant need of new organs to sustain himself. Part of his cloning habit comes from this need, as he regularly has to harvest the organs of his duplicates to survive.

His massive head and weak body also mean he needs a great deal of help to get around. These come in the form of his exoskeleton and the Doomsday Chair he pilots. Luckily, both provide him with plenty of advantages. The chair can not only fly, but is packed with all sorts of nasty gizmos and weapons, seriously increasing his threat level. He even occasionally employs a huge robotic body, making him resemble Krang from Teenage Mutant Ninja Turtles while he’s inside his own mechanized man.

7 He Has a Long History with Carol Danvers

Ms. Marvel and the Baby MODOKs from Dark Reign

Though MODOK began as a Captain America villain, he’s tussled with a number of other Avengers as well. Aside from Iron Man and the Hulk, he’s been a regular thorn in the side of Carol Danvers. Back when she was still Ms. Marvel, Carol first landed on MODOK’s radar after she and the Vision helped to stop the rogue’s ploy to unleash a deadly virus.

In an attempt at revenge (something MODOK is obsessed with), the supervillain used his mental powers to control her and then sent Shi’ar warrior Deathbird to eradicate her. Luckily, Ms. Marvel thwarted both Deathbird and MODOK after breaking free from the latter’s thrawl.

It wasn’t all bad times though. During the period where the original Carol was seemingly dead and her Dark counterpart reigned in her place, a batch of baby MODOKs that AIM had created contacted the impostor Ms. Marvel psychically. Thinking her the real deal, they asked her to save them, which she did, only to find herself pursued by an energy being. The rest of the story details multiple Carols and her eventual resurrection, but shows that when they both needed it the most, Ms. Marvel and MODOK were able to work together.

6 MODOK’s Appeared In A Number of Animated TV Series

MODOK and Dracula in Avengers Assemble TV Show

While MODOK has yet show up in a live-action Marvel project, he’s been featured in a number of animated series. His first appearance was in 1994’s Iron Man cartoon, where he served as henchman of the Mandarin. This connection to Iron Man continued in the reimagining of Tony Stark’s origin, Iron Man: Armored Adventures, where MODOC appeared as a villain across multiple episodes as an AIM asset designed only for "Conquest." He’s also appeared in the more kid-friendly Super Hero Squad Show, where his K stood for "Kicking-butt,"and in The Avengers: Earth's Mightiest Heroes where he fought the team in a handful of episodes.

His biggest role has come in Marvel’s new animated universe, where’s he’s been one of the key villains the Avengers and Spider-Man face in Avengers Assemble and Ultimate Spider-Man, respectively. In this version, he’s a serious threat to the heroes, serving in the supervillain group the Cabal alongside Red Skull and Dracula. He’s also the leader of AIM, regularly using the group against the Avengers and Spidey. MODOK even gets control of the Mind Stone at one point, greatly amplifying his mental powers.

5 He Helped Create the Red Hulk

General Thunderbolt Ross Becoming Red Hulk Thanks to MODOK

While the cartoons saw MODOK as part of the Cabal, in the comics he’s often part of the supervillain outfit Intelligencia. Premiering in Fall of the Hulks in 2009, the group consists of multiple super-genius villains including MODOK, Leader, Red Ghost, and even Doctor Doom at one point. Their plan is wide-reaching and multi-pronged, and mostly involves capturing intelligent heroes like T’Challa, Hank Pym, and Bruce Banner, and then turning Earth’s superheroes into Hulks. 

Though the plan ultimately fails, it leads to the creation of a number of new gamma-powered warriors. Rick Jones, the young man Bruce Banner was attempting to save when he first became the Hulk, gets transformed into A-Bomb. Betty Ross, Banner’s former love, becomes the Red She-Hulk. And Betty’s father and long-time Hulk-hater General Thunderbolt Ross gets transformed into the Red Hulk. Unlike Hulk, Red Hulk retains his intelligence and skills, and even serves with the Intelligencia for some time.

There’s even a possibility of the group showing up in the MCU, as it’s listed as one of Klaue’s former affiliations in Age of Ultron.

4 MODOK Mutated Betty Ross to Fight the Hulk

Betty Ross Turned Into Harpy and Red She-Hulk by MODOK and the Leader

Though the events all occur across many years, the reveal of the Intelligencia retcons a number of Hulk-related events as being due to the efforts of the supervillain group. Long before they helped turn Betty Ross into Red She-Hulk, MODOK actually transformed her into another beast. During one of his plots to destroy the Hulk, MODOK kidnaps Bruce Banner’s love Betty and mutates her into the monstrous Harpy. forcing her to attack the hero. It doesn’t last long, however, as Bruce is able to cure her while in his human form and then defeat MODOK.

Years later, the Leader took over MODOK’s work by using gamma power to transform Rick Jones wife, Marlo, into the second Harpy. He attempted to control her for a time and use her to destroy A-Bomb. When A-Bomb temporarily turns back into Rick, Marlo comes to the surface and is able to regain control. She’d later use her Harpy form to help A-Bomb fight Ulik, one of Thor’s greatest foes. All in all, the Intelligencia’s work to create powerful slaves blew up spectacularly in their face.

3 MODOK Once Fell in Love with Angela, Thor’s Sister

MODOK and Angela in Secret Wars

Speaking of Thor, MODOK followed up his crush on Maria Hill (sadly or luckily unrequited, depending on your preference) by falling giant head over hoverchair for Angela, Thor’s long-lost sister. Beginning life as a character in Spawn, her rights were sold to Marvel by co-creator Neil Gaiman. Marvel introduced her to their universe in Age of Ultron #10 in 2013, where she began working with the Guardians of the Galaxy. Already shown to be one of the greatest warriors in the known worlds, she was later revealed to be a powerful Asgardian and the secret sister of Thor.

During Secret Wars, Angela crash landed in MODOK’s territory, where he spent most of his time committing crimes and murdering an absurd amount of people. When MODOK encountered Angela, then a fallen Thor Corps member named Aldrif Doomsdottir, he was instantly smitten. The remainder of M.O.D.O.K. Assassin plays out as neon-soaked romp blending action and comedy. Like with Hill, the affection is never returned, but let’s hope Marvel never ceases trying to pair MODOK with the most fiercely independent women in the universe.

2 He Had His Own Ocean’s 11

MODOK's 11

In 2007, Marvel put out a one-shot series called Super-Villain Team-Up MODOK's 11 which saw the rogue gather together a variety of villains for one massive heist. Long before MODOK was ousted from AIM by Andrew Forson, Monica Rappaccini took over the group. This enraged MODOK, so he concocted a plan to get back on top.

Surrounding himself by the likes of Nightshade, Mentallo, Chameleon, and Spot, MODOK devised a plan to steal the powerful Hypernova and sell it to AIM. The item was actually owned by a group of super-evolved future MODOKs, adding another layer of zaniness to the proceedings.

In the end, MODOK pulled off the heist, which saw plenty of backstabbing and changes of heart. Though it’s unknown if the Hypernova was the real deal, he still managed to pawn it off on Rappaccini, giving him enough money to pay his henchman and get another base from which to operate. Like his time as a Secret Avenger, MODOK’s 11 would make for an amazing absurd film if Marvel ever deigned to create it.

1 MODOK May Be in Avengers: Infinity War—Played By Peter Dinklage

MODOK Peter Dinklage

This final entry comes with a grain of salt as big as MODOKs head, but it’s not entirely out of the question. We know it's highly likely that Peter Dinklage will be in Avengers: Infinity War, which has led to rampant speculation about who the rising star will play. While evidence keeps pointing towards Pip the Troll, a player in the comic the movie is loosely based upon, our very own Alex Leadbeater makes a compelling case that he could be MODOK.

Long before Dinklage was cast, Marvel movie writer Christopher Marcus stated multiple times that he would love to see MODOK join the MCU and wanted Dinklage to play him. The villain was even considered for Captain America: The Winter Soldier at one point, so loved is he by Marcus. Considering Marcus is co-writing Infinity War, the plot thickened when news broke of Dinklage’s casting. Even if Dinklage isn’t playing MODOK, however, there’s still a strong chance the rogue could appear in the upcoming movie.

Though a very different version of AIM already appeared in Iron Man 3, the cosmically-focused Infinity War and its sequel would be as good a place as any to introduced the highly unusual MODOK. With Marvel using up more and more of its top-tier villains, it’s only a matter of time before MODOK appears in a film. That coupled with Marcus’ love for the character means we wouldn’t at all be surprised if Infinity War served as MODOK’s live-action debut.


What are your favorite things about M.O.D.O.K.? Let us know in the comments!

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