Everything you need to know about MODOK, the MCU’s strangest villain
Before he makes his film debut in Ant-Man And The Wasp: Quantumania, here's the history of the big bad with the big head
Film Features Modok
In the upcoming Ant-Man And The Wasp: Quantumania, Jonathan Majors’ Kang is presumably going to be set up as the Thanos-level threat that’ll pay off in Avengers: The Kang Dynasty and Avengers: Secret Wars which will eventually bring to a close Phase Six of the MCU. But he’s not the only antagonist in play in the Ant-Man threequel. A cult favorite from the comic books is also set to make his MCU debut: MODOK.
While the trailers for Ant-Man And The Wasp: Quantumania have provided precious little information, MODOK (Corey Stoll) appears to be an ally of Kang, which only means more trouble for Scott Lang (Paul Rudd), Hope van Dyne (Evangeline Lily), Cassie Lang (Kathryn Newton), Hank Pym (Michael Douglas), and Janet van Dyne (Michelle Pfeiffer) as they attempt to make it out of the Quantum Realm. MODOK’s connection to Kang and the extent of his powers are unknown until we all rush to the multiplex later this week. So, what’s the history behind one of Marvel’s more visually, um, interesting villains? And how can he eat with those tiny, little arms? Well, except for the last part, here’s all you need to know about MODOK going into Ant-Man And The Wasp: Quantumania.
First appearance: Created by Stan Lee and Jack Kirby, MODOK made his first full appearance in Tales of Suspense #94 (1967), following a cameo appearance in #93.
Origins: Before he became a giant floating head with tiny limbs in a mechanized chair, the cyborg known as MODOK (Mental Organism Designed Only for Killing), was an ordinary technician named George Tarleton. Employed by AIM (Advanced Idea Mechanics), to study their newly created Cosmic Cube, Tarleton didn’t know the organization wasn’t just dedicated to the advancement of science; it also doubled as a terrorist organization. The matching yellow beekeeper outfits should’ve clued him in, but hey, hindsight is 20/20.
Tarleton soon discovered AIM’s true nature when, at the behest of the organization’s leader, the Scientist Supreme, Tarleton was experimented on against his will. Injecting Tarleton with mutagens, AIM hoped to create a living computer, called MODOC (Mental Organism Designed Only for Computing), to study the reality altering capabilities of the Cosmic Cube. AIM clearly loves acronyms. Free will? Not so much. Needless to say, Tarleton didn’t take the transformation well. Who would’ve guessed that being turned into a giant head would do little to improve a person’s disposition? So Tarleton turned against his creators, killing them and taking control of AIM and renaming himself MODOK.
MODOK has been primarily utilized as a Captain America villain, but has made the rounds of the Marvel Universe, plotting against the Hulk, Iron Man, Captain Marvel, the Fantastic Four, and Deadpool. His most dastardly deeds include exposing Betty Ross to gamma radiation, transforming her into the Harpy, developing the bio-weapon Virus X, and transforming Dr. Kate Waynesboro into Ms. MODOK, which is just as disturbing as it sounds.
Powers: MODOK has the largest brain on the planet, and it essentially works like a computer, able to store near endless amounts of information, and recall any event within his lived experience. The experiments on his body also granted him the powers of telepathy, mind control, and force field generation. His biological powers are accentuated by AIM technology that allows him to fire energy beams from a band across his forehead. And his Doomsday Chair, which grants him mobility since his limbs cannot support his oversized head, has its own defensive capabilities including lasers, projectiles, and rocket boosters that allow him to hover, and fly at limited speeds given his size.
Recommended reading: Iron Man #296, Tales of Suspense #93–94, Captain America #132-133, The Incredible Hulk #167-168, #287-290, Ms. Marvel (2006) #15-17, Hulk #36-38, M.O.D.O.K.: Head Games #1-4
Prior significant appearances outside the comic books: Patton Oswalt voiced the character in the short-lived stop-motion animated series M.O.D.O.K. (2021) on Hulu, which was a comedic take on the character. MODOK is also the central antagonist of the 2020 video game, The Avengers, where he was voiced by Usman Ally. In this iteration he’s the founder of AIM who pursues the elimination of super-powered individuals after exposure to the Terrigen crystal turns him into an Inhuman.
Where he fits in the MCU: Fans have long requested that MODOK appear in the MCU. It almost happened several times before. For Captain America: The Winter Soldier co-writer Christopher Markus pitched Peter Dinklage as MODOK, but the idea never came to pass, although Dinklage later appeared in the MCU as the blacksmith, Eitri, in Avengers: Infinity War. MODOK was also set to appear in the ABC television series, Marvel’s Agents of S.H.I.E.L.D. in 2017. This take on the character would’ve seen the leader of the Watchdogs, Anton Ivanov (Zach McGowan), transformed into MODOK, but the plan was canceled when Marvel Studios decided the character would be better served on film.
Now, six years later, MODOK makes his MCU debut in Ant-Man And The Wasp: Quantumania. In a significant departure from the comic books, the MCU’s MODOK isn’t Tarleton but Darren Cross/Yellowjacket (Corey Stoll), the CEO of Cross Industries who sought to replicate the Pym Particle and sell it the highest bidder, which included HYDRA, SHIELD, and the Ten Rings. Cross built a shrinking suit of his own, which malfunctioned and appeared to have killed him during the climax of Ant-Man. His return in Quantumania suggests that he was shrunk down to a subatomic level and entered the Quantum Realm. Whether his new appearance is a result of him trying regain his former size, with disastrous results, or he’s a variant version of the character, pulled from the multiverse by Kang, remains to be seen. What’s interesting about the decision to use Cross as MODOK in Quantumania is that it allows for the possibility that Tarleton is still out there somewhere in the MCU. AIM was already introduced in Iron Man 3, as a think tank overseen by Aldrich Killian. With Killian deceased, AIM is in need of a new head honcho and Tarleton’s head could be the perfect fit. We’ll just have to wait and see what the future has in store for MODOK.
40 Comments
He’s a weird evil giant floating head guy with comically small arms and legs. That’s all you need to know.
I suspect that’s literally all Lee and Kirby were thinking, probably while sharing a spliff and having intermittent giggle fits.
Stan Lee was famously opposed to recreational drug use. I believe it was Denny O’Neil who planned to slip LSD into Lee’s coffee until another staffer talked him out of it.https://www.polygon.com/comics/2018/10/11/17961750/stan-lee-marvel-comics-drugs-denny-dennis-oneil-nycc-2018The tale is also told in Sean Howe’s excellent Marvel Comics: The Untold Story.
Oh I have no idea. I’m basing this entirely the Stan Lee character Jupin and Sadjak do on the WHM podcast
so I was smoking a jay with Jack and I said what if this freak’s name was Mortimer or some shit and Jack says how about MODOK and it stands for Mental Organism Designed Only for Killing and I say Excelsior and don’t bogart that shit
MODOK was just a crazy killing machine for 40 years. The comic that set him up for pop culture game was Marvel Adventures: Avengers #9, a kids comic that opened up comedic possibilities for the character.
As GhostofGhostDad points out below, the comedy was there from the beginning, inherent in the character design. In addition to the comically small arms and legs, I would throw in the silly acronymic name.
Who would’ve guessed that being turned into a giant head would do little to improve a person’s disposition?This guy seemed pretty chill about it.
He’s just a face, not a whole head. Totally different situation.
Millenia of hooking up with anything that has a pulse leaves you pretty mellow, I guess.
Talk to the face, talk to the face…
What he needs is MO DICK.
Since this article seems determined not to provide a clear image of comc book MODOK:
Well. That’s a little overwrought.
LOL. Why does his brain control fake arms that need to control levers? Or do his arms grow out of his jawline?
Be CAREFUL! His BRAIN is his WEAPON!
Yeah, that comic image in the article isn’t even of MODOK, it’s MODAM, a female variant (separate from Ms. MODOK; there are more than just the one female MODOK version).
MODOK’s 11 is pretty damned great. It’s exactly what it sounds like: a supervillain-centric Ocean’s 11 with MODOK as Danny Ocean.
I enjoyed Patton Oswalt’s M.O.D.O.K., without ever having read the comic or knowing anything about the character.
“You DARE divorce MODOK?!”“Fin Fang Farm-to-Table” was the best sight gag in that show.
I want to know more about this transformation. The head isn’t a balloon that grows the smarter you get. How did the skull expand? And the soft bits, like his tongue and eyeballs?Also, who cuts and styles his hair that way?
“So I was smokin’ a jay, and I says to Kirby, I says…”
Well, yes, but what I meant was, who tends MODOK’s hair. Surely has can’t reach it with a comb.
MODOK-ize that guy and you might just achieve someone of average intelligence.
Al Davis
How does he wipe his ass?I guess if his brain in his weapon he could come up with a rag on a stick.
I’m not sure there’s room for a digestive system anyway. He’s got to be electrically or nuclear powered or something. But he must still need a cardiovascular system. Otherwise, why bother expanding his head and keeping the limbs? Just jar the brain if that’s all you need.
eta: it seems some of this, at least, is addressed in a recent book
https://www.syfy.com/syfy-wire/marvel-anatomy-a-scientific-study-of-the-superhuman-exclusive-first-look
works for overweight lisa.
Chair probably takes care of it all.
AIM has a whole bunch of artificial mutants with various head sizes. There’s SODAM, MODAM, BRODOK… The cloned Elvis MODOKs from Nextwave, who I guess were made by Beyond. Lots of ‘em.
Thanks for the fucking gigantic spoiler.
What spoiler? I saw the movie last night, there is nothing here that spoils any of it, as we already knew MODOK is making an appearance from the trailers.
Pales in comparison to Think Tank
The current Captain America run (the one focussed on Steve, rather than Sam) just introduced M.O.D.O.C. – the Mental Organism Designed Only for Control – and actually brought some of the menace back (so far, anyway).
He’s not Marvel’s strangest villain, he’s a weird little creep with a big head who scuttles around. They’ve got dozens of those.
“Stan Lee created”… yeah, sure. Kirby belched better ideas than Lee ever “created.”
shoulda let him appear in Agents of SHIELD, the version in Quantumania was absolutely terrible. who the hell thought we needed to see Darren Cross, the most forgettable villain of all time, again?