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Who is MODOK in Ant-Man 3?

MODOK has got to be one of the weirdest (and in our opinion best) Marvel villains ever. Here's everything you need to know about him going into the next chapter of the MCU.

MODOK
Image credit: Popverse

The Marvel universe is full of majestic villains like Ultron, Doctor Doom, and Kang, but a superhero’s work is never done, and that leaves plenty of space for some dearly-beloved odd ducks to join the melee from time to time. One major contender on that list is MODOK, a Stan Lee and Jack Kirby creation featuring one of the eeriest designs of the early days of Marvel. An enormous, misshapen, floating head with plans for world domination is already pretty scary, but to make matters worse, MODOK was just a regular guy once who became a killing machine through the complex machinations of fate.

Possessed with surprising staying power, this villain has survived and occasionally thrived since 1967, terrorizing heroes like Carol Danvers, Iron Man, Hulk, Namor, the X-Men, and the list goes on to the present day. With MODOK ready to appear in the upcoming Ant-Man and the Wasp: Quantumania, we’ve got a lot of questions and not many answers around what his role in the MCU might be. Fortunately, he’s got plenty of history to keep us busy until we find out more.

Read our Ant-Man and the Wasp: Quantumania review.

Who is MODOK in the comics?

Cropped comic book panel featuring MODOK
Image credit: Marvel Comics

If you can take just a moment to put yourself in the shoes of George Tarleton, an everyday average technician for the rogue scientists at Advanced Idea Mechanics (A.I.M.), perhaps you will better understand the MODOK to come. Though A.I.M. is an evil criminal organization, it’s also a place where plenty of regular Joes clock out and go home to their families day after day, meaning you can never be totally sure when you punch one of their yellow bucket helmets right in the face if they’re planning epic acts of evil or if they’re heading to the mop closet to grab a dustpan because there are crumbs all over the breakroom. One gets the feeling that Tarleton was among the latter.

Unfortunately, regular technician Tarleton is sold out by none other than his own father, Alvin, founder of A.I.M., which makes this story worse than it already is. From what we know in the early days, Tarleton was grabbed from his work station one day and thrown into a contraption with the intention of making his mind powerful enough that he’d be able to make improvements to the recently invented Cosmic Cube. However, the experimentation led to him emerging in a very different form than he had entered it in, renaming himself MODOK (which stands for Mental Organism Designed Only for Killing, by the way; he fashioned it out of the much more benign MODOC, which implied his mind was designed only for computing).

MODOK made plenty of appearances across the Marvel Universe antagonizing any superhero unlucky enough to cross his path. Though he was assassinated in Captain America #313, his corpse is temporarily resurrected to be used as a puppet by a particularly ambitious A.I.M. scientist in Iron Man #205, and frankly, we are kind of worried about the guy that did that, because he does not seem okay. Ultimately, during the Fall of the Hulks storyline, Totally Awesome Hulk himself Amadeus Cho transformed MODOK back into George, who apparently has no memory of the things he did as MODOK. Yet, you can’t keep a good man (or megalomaniacal entity set on world domination) down, and MODOK soon returned in a new form. Always humble to a fault, this new MODOK prefers to be addressed as MODOK Superior, thank you very much.

MODOK’s powers and abilities

Cropped image featuring MODOK floating
Image credit: Marvel Comics

As with many characters written by dozens of writers over decades, MODOK’s abilities aren’t entirely consistent, but they are always mental, or at the very least scientific, in origin. His abilities border on the precognitive, though it may just be a matter of being able to instantly compute information to the point of being nearly 100% accurate in his predictions. He also sports a pretty neat headband that allows him to focus his mental power into a devastating beam, as well as sometimes exhibiting skills like psychic control over others and even the ability to create short-range force fields. One of MODOK's most impressive abilities is actually the chair that allows him to levitate, charmingly named the Doomsday Chair, which comes with its own arsenal of weapons and is very cool, indeed.

Despite his enormous ego, MODOK isn’t afraid to call in some hired help from time to time. Even as the sometimes head of A.I.M. who has proven himself perfectly willing to throw a seemingly endless supply of employees at a problem, he’s been known to seek outside assistance as well, be it through teaming up with other supervillains, or even occasionally hiring assassins like Gwenpool (obviously, this turns out to be a mistake; he tries to kill her and she shoots him into space). In MODOK: Head Games, a mental simulation of a loving MODOK family unit is given terrifying new life in the bodies of Super-Adaptoids, so there is theoretically a whole crew of MODOKs running around.

MODOK in the MCU

modok tv show promotional image
Image credit: Marvel/Hulu

Though Ant-Man and the Wasp: Quantumania will be MODOK’s first official introduction to the MCU, he’s actually been in its periphery for some time. Rumors have circled around his possible introduction as far back as the beginning of the MCU. Yet, perhaps the most glaring near-miss was that one time when a major recurring villain on Agents of SHIELD, Anton Ivanov (The Superior), was reduced to being a head in a jar as setup to an intended MODOK reveal only for creators to have to pivot as access to the character was revoked mid-story.

Additionally, MODOK had his own full-blown cartoon series on Hulu created by Patton Oswalt and Jordan Blum, with Oswalt voicing MODOK. As Blum also wrote the comic series, MODOK: Head Games, there is significant thematic crossover, but the TV series focuses more on the development of MODOK’s family dynamics alongside his high-stakes power grabs. Though this series was canceled after a single ten-episode series, it’s packed to overflow with Marvel Comics deep cuts, making it a must-watch for anyone who likes a little humor with their superheroes.

Still image of the Ant-Man, Wasp, Kang, walking with Modok in the background
Image credit: Marvel Studios

Besides those major appearances, MODOK has made his presence known in countless Marvel alternate realities, animated series, and video games, but all this only begs the question, what is he going to be up to in the MCU?

We know that Quantumania will see the Pyms and the Langs trapped in the Quantum Realm. Likewise, we know that this will be Kang’s MCU breakout after Jonathan Majors stealing the show in the last episode of Disney+’s Loki in 2021. Yet, what MODOK’s role, now confirmed to be played by Ant-Man alum Corey Stoll (Darren Cross/Yellowjacket) will be remains a mystery. Perhaps the reappearance of Stoll suggests that MODOK is a Darren Cross variant... or maybe Peyton Reed simply enjoys working with Corey Stoll. Only time will tell.

Watch MODOK's appearance in the newest Ant-Man and the Wasp: Quantumania trailer here:

Watch on YouTube

What about MODOK merch?

Now is a good time to mention POpverse's sister site The Haul has a MODOK enamel pin designed by Skottie Young that is jumbo-sized, like MODOK's head himself.

MODOK’s possible future

Cropped image of Modok sitting in a chair frowning
Image credit: Marvel Comics

Among Kirby’s many over-the-top, mind-warping designs, MODOK remains one of his masterworks, and Lee was seldom better than when penning his bonkers claims of total mental superiority over the rest of humanity. Even with countless losses under his belt, MODOK’s story has remained dynamic since those early days, undergoing a surprising number of evolutions for a supposedly one-note villain. Infused with an inherent creepiness and plenty of bizarre sci-fi potential, MODOK may not ever achieve his goals, but he’s not really that kind of character, and that’s okay.

Losing the things that make MODOK unique as a consequence of getting a slick new redesign would mean a very different villain than the one we’ve come to know and love. Still, there is always room for new spins on a classic, and seeing one of Marvel’s relative deep cuts on the big-screen is always a delight for long-time comic readers and movie fans alike. Even if it turns out that the MCU’s MODOK doesn’t hit all the marks, it looks like we’ll have our hands full with all the other goings-on of Ant-Man and the Wasp: Quantumania. Besides, we’ve always got the comics, and we feel very comfortable assuming that there are going to be plenty more stories to come about this strange, strange guy.


Ant-Man 3: Everything you need to know from the trailers, the cast, the plot, and more to Ant-Man and the Wasp: Quantumania
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