M.O.D.O.K.

: "My name is George, and I am not a dick!"
: ―M.O.D.O.K. to Kang the Conqueror[src]
Doctor George Tarleton aka M.O.D.O.K. (Mental Organism Designed Only for Killing), formerly M.O.D.O.C. (Mental Organism Designed Only for Computation), was a lowly American technician working for A.I.M. (Advanced Idea Mechanics). He joined the team to help develop the Cosmic Cube, but was mutated into a human computer by the Scientist Supreme. They grew his brain to give him a superhuman intellect, but with the side effect of a massive cranium which was too much for his frail body, meaning he needed to be placed inside a life support unit dubbed the "Doomsday Chair". The process also gave him a plethora of psychic powers along with an ego and ambition to match. He went on to use his new found powers to take control of the organization that had experimented on him.
Trapped and heavily disfigured in the Quantum Realm, Tarleton was found by Kang the Conqueror, who provided him with a mechanical armor and dubbed him the Mental Organism Designed Only for Killing, or M.O.D.O.K. for short. Tarleton spent over a decade serving Kang as his sentient weapon and enforcer. Eventually, Ant-Man, his daughter and the Pym family were stranded in the realm, and M.O.D.O.K. was tasked to capture the Langs. As a revolution broke out across Axia, M.O.D.O.K. attempted to annihilate Cassie one last time before she convinced him to change sides. M.O.D.O.K. turned against his master and reconciled with his old enemies before passing away.
== History ==
=== Origin ===
Several accounts exist that discuss George Tarleton's life before becoming M.O.D.O.K.. In one George Tarleton was a skilled technician from Erie, Pennsylvania. The second as recounted by his father Alvin said that George lacked intelligence and was hired as a janitor for A.I.M. A third saw him as a smart man, hired by the US Army for weapons research, who took the samples collected from the monsters of Sin-Cong for study.
He joined the radical scientific group A.I.M. (Advanced Idea Mechanics) and worked with them to create the Cosmic Cube, a device with infinite capabilities. The Scientist Supreme (Lyle Getz) decided they needed a way to study the cube so they created project M.O.D.O.C. (Mental Organism Designed Only for Computing) to analyze and probe the Cosmic Cube and to improve the organization's productivity in its scientific endeavors, while still being subservient to the higher echelons of the organization. To that end they mutagenically altered George into the super intelligent being, M.O.D.O.C., his massive cranium was too much for his frail body to support so they place in a hoverchair dubbed the Doomsday Chair. These scientists unwisely did not take into consideration the theory that superior ability naturally leads to superior ambition. It did not take long for M.O.D.O.C. to turn on his former masters and overthrow A.I.M. He adopted the new acronym for his title: M.O.D.O.K. (Mental Organism Designed Only for Killing) at this time as he was more of a ruthless killer than a bean counter in his own estimation.
==== Becoming M.O.D.O.K. ====
: "You left George to die in the Quantum Realm. But the Conqueror found me. Rebuilt me. Made me the ultimate weapon. A Mental Organism Designed Only for Killing."
: ―M.O.D.O.K. to Ant-Man[src]
Despite Tarleton's violent shrinking, he did not die. Instead, Cross was stranded in the Quantum Realm. Due to the instability of his Yellowjacket Suit, Tarleton's head was enlarged to a massive size and melding with his torso. Eventually, Kang the Conqueror, found the battered Cross and decided to make him into a living weapon.
Cross underwent a great deal of pain, as he was implanted into the Doomsday Chair. Over the next decade, Cross would operate as Kang's personal enforcer, dubbed the Mechanized Organism Designed Only for Killing, or M.O.D.O.K. for short. During this time, M.O.D.O.K. would be forced to try and appease Kang, usually by staying silent in Kang's presence. However, M.O.D.O.K. felt grateful to Kang and loyally served him as he was sent to hunt down the Freedom Fighters, and was given the chance to create more than he could previously.
==== Reunion with Ant-Man ====
: "George is dead! There is only M.O.D.O.K.! And there's no place you can run, Scott. Not from me."
: ―M.O.D.O.K. to Scott Lang and Cassie Lang[src]
In 2026, M.O.D.O.K. intercepted a signal coming from a Quantum Satellite built by Cassie Lang. Upon Kang the Conqueror's orders, M.O.D.O.K. used the signal to create a portal that sucked Scott Lang, Hope van Dyne, Hank Pym and Janet van Dyne into the Quantum Realm. M.O.D.O.K. was sent to retrieve Scott and Cassie, so he tracked them to a resistance camp, where he used Kang's army to ambush the camp until he cornered Scott and Cassie.
While he commented on how he almost didn't recognize her. When Scott called him George, he fired a laser at them in anger, telling them that George was dead and that he was M.O.D.O.K. M.O.D.O.K. then informed the two that Kang the Conqueror needed them, and he took them prisoner.
==== Theft of the Multiversal Engine Core ====
: "What's the plan?""Don't die?""Thanks. Big help, M.O.D.O.K.."
: ―Ant-Man and M.O.D.O.K.[src]
When Kang the Conqueror arrived to enlist Ant-Man with stealing the Multiversal Engine Core, M.O.D.O.K. noted how he had stolen from him before. However, Kang immediately used his powers to force M.O.D.O.K. against the wall, telling him to never speak when he was in the room.
As Kang continued to speak with Ant-Man, M.O.D.O.K. cowered in silence. Once Ant-Man agreed to help Kang, M.O.D.O.K. followed them through a portal to the Core's location. M.O.D.O.K. instructed Ant-Man that he would need to shrink the Core down to size, and warned him about staying in there too long, as it would damage his mind. Once inside, Ant-Man contacted M.O.D.O.K., but he wouldn't respond to being called Darren. Ant-Man asked for guidance, but M.O.D.O.K. just told him to not die. When Ant-Man duplicated himself, M.O.D.O.K. explained it was because he was in a Probability Storm.
==== Attacking Hank Pym ====
: "Holy shit, George. What happened to you?""I am the ultimate weapon!"
: ―Hank Pym and M.O.D.O.K.[src]
After the Multiversal Engine Core was reduced to size, M.O.D.O.K. headed to a ship floating in the distance, where inside was Hank Pym. M.O.D.O.K. greeted Pym, who was shocked to see his old protégé again. When Pym asked what happened to him, M.O.D.O.K. angrily called himself the ultimate weapon and attacked the ship, causing it to crash, and he left Pym to die.
==== Chasing Stature ====
: "It's too late. Look at me. I'm such a dick.""It's never too late to stop being a dick."
: ―M.O.D.O.K. and Cassie Lang[src]
Discovering that Stature had broken free from her imprisonment and incited a large-scale rebellion against Kang the Conqueror, M.O.D.O.K. was ordered to find and kill her. M.O.D.O.K. soon tracked Stature to the cells and began firing at her, so she started running away from him.
The chase led them outside, where M.O.D.O.K. cornered Stature, telling her that he father was not able to save her. However, at that moment, they both felt large booms approaching, so they turned around to see Ant-Man in giant form headed their way. M.O.D.O.K. was surprised at the size of Ant-Man. While distracted, Stature escaped from M.O.D.O.K. by shrinking down. M.O.D.O.K. was able to find Stature, and as he honed in on her, Stature grew to giant form and punched M.O.D.O.K. in the face.
M.O.D.O.K. was sent flying from the impact of the hit, but managed to get back up and flew back at Stature. He fired a grapple at her, but Stature grabbed onto it and used it to swing M.O.D.O.K. into the ground multiple times until he was defeated. As Stature went to leave, M.O.D.O.K. tried to keep the fight going, so she returned and told him to stop and try be something else, but he didn't know what else to be. Seeing that M.O.D.O.K. was lost inside, Stature appealed to him by telling him to not be a dick. M.O.D.O.K. felt that it was too late for him, but she assured him it was never too late.
==== Awkward Redemption ====
: "You were always a brother to me.""I was? I was.""And at least I died an Avenger."
: ―M.O.D.O.K. and Ant-Man[src]
Choosing to take on Cassie Lang's suggestion, M.O.D.O.K. joined in the uprising against Kang the Conqueror's Empire. Kang was being attacked by ants, but they could not break through his shield, so M.O.D.O.K. decided to help, charging straight into the shield. As M.O.D.O.K. declared that he was George, he used the Doomsday Chair's weapons to destroy the shield.
This allowed the ants to overwhelm Kang and take him away, but it came at the cost of M.O.D.O.K. being mortally wounded. As he laid dying, M.O.D.O.K. told Cassie that she was right about him. M.O.D.O.K. was surrounded by Cassie, Scott Lang, Hank Pym and Hope van Dyne, who he commented on changing her hair. M.O.D.O.K. looked upon Scott fondly and told him that he was like a brother to him, which confused everyone. In his final moment, M.O.D.O.K. believed that his actions made him an Avenger and he then died.
Despite his many negative qualities, he actually valued his teacher's wisdom, wanting to work beside him and stating they could have worked on the shrinking technology together. He was very saddened when his teacher distanced himself from him, as seen when he asked Dr. Pym why he chose him and why he pushed him away, having a tone of sadness as he spoke. He also seemed to care for Dr. Pym's daughter, Hope, taking her to dinner, showing gratitude towards her, and stating he was lucky to have her on his team. Additionally, he was visibly distraught by Hope's betrayal, like the night he planned to kill Pym, he stopped himself because van Dyne was there and he knew he wasn't ready to kill her.
Eventually after being forced by Kang the Conqueror to become M.O.D.O.K., Tarleton would relegate himself to his lackey or face Kang's anger, briefly having Tarleton only seeing himself only as the Mental Organism Designed Only for Killing that everyone saw him as. However, after losing to an older Cassie, Tarleton would break down over his repeated failures, only for Cassie to help inspire him to turn on Kang and finally be a hero he saw himself as. Even as his betrayal resulted in his death, Tarleton would apologize to his former enemies, even admitting that he saw Scott as a brother, as a fellow Hank Pym protégé, and even had them try to comfort him saying that he was an Avenger, despite having no say in the matter.
== Powers and Abilities ==
=== Powers ===
* Doomsday Chair Capabilities: Kang the Conqueror would implant Tarleton in the Doomsday Chair. This gifted Cross the ability to levitate around and use a variety of weapons the chair could create a variety of Weapons.
** Superhuman Durability: The Doomsday Chair was able to take a lot of damage before Tarleton would be in immense danger. It only took a stomp from an enlarged Stature and Kang's powers to damage the Chair and kill Tarleton.
** Superhuman Speed: Due to the Doomsday Chair's thrusters, Tarleton was able to go as fast as he needed.
** Flight: To help Tarleton, move around with his enlarged head, the Doomsday Chair allows Tarleton to hover or fly at whatever heights he needed.
** Weapon Creation: The Doomsday Chair allowed Tarleton to make and summon weapons. Including Lasers, Rocket Launchers, and Energy Buzzsaws.
** Energy Blast: The Doomsday Chair's weapons and center device on Tarleton's forehead allowed Tarleton to fire a variety of Energy Blasts.
* Expert Marksman: He could shoot his Doomsday Chair weapons, energy blasts with great accuracy.
== Equipment ==
=== Equipment ===
* Helmet: He wore a robotic helmet over his large head, and to cover his face while moving fast on the Doomsday Chair.
=== Vehicles ===
* Doomsday Chair: After Cross' defeat led to him having a large head, he needed the Doomsday Chair for transport, and assist him with his missions.
== Facilities ==
* Pym Technologies Headquarters: Cross took over for Hank Pym and ran him out of his own incorporation, despite the fact that Pym taught him everything. Cross then focused his efforts on recreating Pym Particles for money.
* Celestium: M.O.D.O.K. was present whilst the Conqueror forced the imprisoned Scott Lang's agreement to perform a heist for him.
== Relationships ==
=== Family ===
* Father †
* Mother †
=== Allies ===
* Hank Pym - Former Mentor and Former Attempted Victim
* Hope van Dyne/Wasp - Former Colleague and Temporary Enemy
* WIRED
** James Rondell - Interviewer
* HYDRA
** Mitchell Carson - Business Partner
** HYDRA Buyer †
* Cassie Lang/Stature - Former Attempted Victim
* Scott Lang/Ant-Man - Former Attempted Victim and Former Attempted Killer
* Ants
* Janet van Dyne - Former Enemy	
=== Enemies ===
* Frank † - Former Associate and Victim
* Ant-thony † - Victim
* Giant Pet Ant
* Maggie Lang
* San Francisco Police Department
** Jim Paxton - Attempted Victim
** Gale
* Freedom Fighters
** Jentorra
** Quaz
** Veb
** Xolum †
** Derrick
** Furry Face
* Kang's Empire - Former Allies
** Nathaniel Richards/Kang the Conqueror † - Former Master and Killer
** Quantumnauts
== Trivia ==
* In the comics, George Tarleton was a technician working for A.I.M. who was mutated into the highly intelligent M.O.D.O.C. (Mental Organism Designed Only for Computing), but his transformation turned him mad and he subsequently changed his name to M.O.D.O.K. (Mental Organism Designed Only for Killing).
* The Agents of S.H.I.E.L.D. episode The Return contains a subtle allusion to M.O.D.O.K. when Anton Ivanov states that his Life-Model Decoy is "designed only for killing".
* Cross listens to The Cure.
== Behind the Scenes ==
* According to Ant-Man and the Wasp: Quantumania writer Jeff Loveness, his version of M.O.D.O.K. was inspired by Otto West (Kevin Klin) from A Fish Called Wanda and Frank Grimes (Hank Azaria) from The Simpsons, describing him as "really put-upon, selfish, entitled but then also deeply sad, insecure man who knows that he got a shit deal in life and is trying to make the best of it".
* Captain America: The Winter Soldier co-writer Christopher Markus had considered featuring M.O.D.O.K. as the main villain in the film, with Peter Dinklage being named as his choice to portray the character.
* Concept art for the film Captain Marvel depicted M.O.D.O.K. in the crowd while Captain Marvel participates in battles.
* New Warriors showrunner Kevin Biegel had a "seasons-long plan" to turn Keith David's character Ernest Vigman into a version of M.O.D.O.K. However, the show was shelved before it got to air.
* Agents of S.H.I.E.L.D. showrunners originally planned to introduce M.O.D.O.K. in the series' final season, but the idea was shut down by Marvel Studios despite the showrunners having initially been given permission.
* Kevin Cassidy was a stunt double for Rainn Wilson in the role of M.O.D.O.K.
== References ==
# ↑ Jump up to:1.00 1.01 1.02 1.03 1.04 1.05 1.06 1.07 1.08 1.09 1.10 Ant-Man and the Wasp: Quantumania
# ↑ Jump up to:2.00 2.01 2.02 2.03 2.04 2.05 2.06 2.07 2.08 2.09 2.10 2.11 Ant-Man
# ↑ 'Avengers 2' and 'Ant-Man' Rumored Costume & Story Details
# ↑ The Wakanda Files: A Technological Exploration of the Avengers and Beyond
# ↑ Ant-Man and the Wasp: Quantumania writer breaks down MODOK inspiration: "He’s a real loose cannon"
# ↑ 'Captain America' Writer Wants Peter Dinklage As MODOK For Sequel
# ↑ Canceled New Warriors Show Would Have Been M.O.D.O.K. Live-Action Debut
# ↑ The Agents Of S.H.I.E.L.D. showrunners reveal the plan behind that grand series finale
== External Links ==
* M.O.D.O.K. on Marvel Database
* M.O.D.O.K. on Wikipedia