Avengers: Earth's Mightiest Heroes, Season 2, Episode 16: Assault on 42
A bit of a fun episode, but also one whose tone is a bit all over the place. It's a fun little prison break episode, where our heroes Captain America, Wasp, Thor, Ms. Marvel and SHIELD Agent Quartermain have to team up with a bunch of villains in the prison cells in order to face off against something that lives in the Negative Zone -- the bug-robot-alien Annihilus and his massive swarm of robot bugs. Oh, and they are trapped with no way to open the gate back to real world from their side, which seems to be just bad design in general, but then we wouldn't have an episode.
We also have a couple of brief fun roles for a lot of previous villains, with Captain Mar-Vell finally being accepted as an ally to the Avengers. Plus, the Leader and Abomination end up being two of the most recurring members among the villains that show up in this episode, particularly when the Leader ends up being the only one that's sensitive enough to 'hear' Annihilus and warn everyone that something's even out there.
And after a bit of a light-hearted japery between Wasp and recurring C-list villain Whirlwind, the episode ends up taking a sharp turn into horror as things start breaking down, Alien style, and a lot of random minor SHIELD Agents get attacked by Annihilus's minions and get straight-up killed. No one mentions this on-screen, of course, but a bunch of SHIELD Agents and even named villains get straight-up murdered, devoured by Annihilus's minions or thrown off into the Negative Zone's void, and I don't think any other episode of Avengers: Earth's Mightiest Heroes ever got this high of a bodycount except maybe the Masters of Evil civil war one... but even then most of the deaths there are sort of handwaved aside except for Zola.
The bugs are also treated as generic one-shot-kill enemies to being a threat, and there's a significant bit of jarringness when the body count ends up coming from the villains who actually decide to help, whereas the cowards hiding in their cell don't actually suffer any consequences. Blizzard, Whirlwind and the Radioactive Man, plus a bunch of AIM goons, all end up biting the dust. Whirlwind, I think, was the only one among them to really show any sort of personality, being sort of a recurring enemy for Wasp and having a brief bit of banter earlier in the episode, but the way they were presumably ripped apart felt undeservedly mean-spirited.
We also get a brief bit with Captain America refusing to let Zemo out, while Thor tells the silent Executioner about Enchantress's fate, presumably leading to the Executioner's eventual heel-face-turn on the side of the good guys had they opted to continue the Surtur arc into the third season. Captain America and Ms. Marvel also have a pretty badass bit where they resolve to blow up the gateway back to Earth to stop Annihilus from arriving. The Abomination assuming that his old boss the Leader just wants to escape is also a fun bit, and just how ready Abomination is to help out Leader is pretty neat for a character that's otherwise been depicted as a simple brute.
Annihilus himself is kind of a bland villain (I was assured by people far more versed in Marvel lore that he is kind of a big deal), but he is supposed to be a forcce of nature. Pretty cool design with that Ultron-esque face, the green-purple colour scheme and the cape-wing things. Not that cool that he ends up defeated by a generic "hack the plot device" nonsense, which I felt clashed rather hard with the horror-survival aesthetic of the episode
Still, despite the weird mood whiplashes, it's still a fun episode to sit through, with loads of cameos from minor villains and a bunch of neat action scenes.
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