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George Tarleton (Earth-616)

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HelpGeorge Tarleton
George Tarleton (Earth-616) in human form
Information-silkReal Name George Tarleton
Information-silkAliasesM.O.D.O.C. (Mental Organism Designed Only for Computing), M.O.D.O.K. (Mental Organism Designed Only for Killing)
Information-silkRelativesM.O.D.O.K. Superior (clone)
Head Case (son), Number None (son)
Information-silkAffiliationA.I.M., MODOK's 11 , Gamma powerd Super Soldier program leader (possibly), Intel
Information-silkBase Of OperationsMobile
Information-silkIdentityNo Dual Identity
Information-silkMarital StatusSingle
Information-silkOccupationWould-be conqueror, AIM leader, terrorist; former AIM agent, technician
Information-silkEducationMathematics degree, possibly higher
Information-silkHeight12' 0" (as M.O.D.O.K.); 5'8" (as Tarleton)
Information-silkWeight750 lbs (340 kg) (as M.O.D.O.K.); 165 lbs (as Tarleton)
Information-silkEyesWhite (as M.O.D.O.K.); Brown (as Tarleton)
Information-silkPlace of BirthErie, Pennsylvania
Information-silkCreatorsJack Kirby, Stan Lee
First Appearance

Quote1 Once, I was a mere guinea pig for the scientists of A.I.M.! But they did their job too well... and now... I am their master! Quote2
-- M.O.D.O.K. src

Early Life

George Tarleton was a skilled technician from Erie, Pennsylvania. [1]


George Tarleton (Earth-616) 0001


He joined the radical scientific group A.I.M. (Advanced Idea Mechanics). He worked with the team 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 to much to 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.[1] 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.[2]

Captain America

George Tarleton (Earth-616) 0003

First appearance

George Tarleton (Earth-616) 0002

Mutated form

M.O.D.O.K. came into conflict with Captain America when he came to rescue Sharon Carter from an A.I.M. submarine who was undercover as an A.I.M. agent when he cover was blown.[3] He tried to destroy Cap with his mind bolts, but during his fight A.I.M. betrayed it's leader and tried to free themselves. As they all tried to escape M.O.D.O.K. detonated the self destruct leaving everyone only moments to get free from the blast.[2]

M.O.D.O.K. was later revealed to be alive and well and learned the Red Skull had stolen the Cosmic Cube and used it to swap minds with Captain America.[4] How he survived the explosion of the AIM submarine by creating a mental force-field around him to protect himself from the blast, then using telepathy to call AIM scientists that were still loyal to him to recover him from the ocean.[5] M.O.D.O.K. and A.I.M. manipulated Captain America as a part of a plot to steal Professor Fosgrave's most recent atomic equations. But he was able to stop them.[1]

M.O.D.O.K. is unimpressed for with this recent failure. He turned one of his assassins into a cyborg and sent him on a test run to rob a bank. On his return M.O.D.O.K.destroyed the money. He is then sent after Captain America, but failed in his mission to him.[6]

M.O.D.O.K. created an android duplicate of Bucky and sent him to work with Captain America. When it comes down to it, the android's implanted memories of Bucky's loyalty wont allow him to kill Captain America, and it short circuits.[7] He then sends Bulldozer a giant robot to kill Captain America.[8]


He battled Namor, who he took prisoner with help of his army of androids[9]. Doctor Doom is forced to confront M.O.D.O.K. directly.[10] Namor managed to free himself and reach the Cosmic Cube. Working together Doom and Namor defeat M.O.D.O.K. and flee as the Cosmic Cube's explosion destroyed the A.I.M. base. [11]


M.O.D.O.K. tried to take out the Hulk. He created a giant robotic body to help in the battled and planned to use gamma radiation to create a creature more powerful than the Hulk and has determined the best subject for it: Betty Talbot. M.O.D.O.K.visits Betty and uses his mental powers to amplify her hate and orders her to kill the Hulk the next time she sees him. However M.O.D.O.K. was confronted by the Hulk and his robotic body was no match for him and was forced to flee.[12][13][14]

Iron Man

...[citation needed]

Ms Marvel

...[citation needed]

A.I.M. was not happy with M.O.D.O.K.'s megalomaniacal and short-sighted leadership and he was frequently ousted only to return to power again. M.O.D.O.K. was so focused on his personal grudge with various superheroes that he ignored the scientific aspect of the organization and allowed it to become stagnant. The other A.I.M. leaders eventually hired assassins to eliminate him. M.O.D.O.K. was supposedly killed by the Serpent Society during that group's first mission.[15]

Ms. M.O.D.O.K.

Dr. Katherine Waynesboro, an associate of Bruce Banner, was briefly transformed into a female M.O.D.O.K. counterpart called Ms. M.O.D.O.K.. This occurred prior to M.O.D.O.K.'s death and she nearly married M.O.D.O.K. until he tried to disintegrate the Abomination, which appalled her. Crestfallen, M.O.D.O.K. decided she wasn't the one for him after all, and forcibly returned her to normal.[citation needed]


Subsequently, a different female counterpart of M.O.D.O.K. was created. She had been mutated into a large headed creature, and she was believed to be Henry Pym's first wife, Maria Troyvana.[16]. Pym took her in, believing she was his late wife, but she was secretly a spy and returned to AIM. There, she was further mutated into a being nearly identical in appearance to M.O.D.O.K. called S.O.D.A.M. (Specialized Organism Designed for Aggressive Maneuvers), which later was changed to M.O.D.A.M. (Mental Organism Designed for Aggressive Maneuvers). Omega Red believed that M.O.D.A.M. was not Maria Troyvana, but Olinka Barankova, a woman who had once betrayed him. However, M.O.D.A.M. herself stated that "AIM personnel files are routinely falsified".[citation needed]

Return of M.O.D.O.K.

AIM used a Cosmic Cube to revive M.O.D.O.K. in order to repair the damage to reality that the uncontrollable Cosmic Cube had wrought. The breach was sealed by the sacrifice of an Adaptoid, but not before M.O.D.O.K. was lost in a mysterious dimensional rift opened by the unleashed energies of the Cube.[17]

In this other dimension, M.O.D.O.K. found himself overwhelmed and stranded. The Headmen inadvertently recovered M.O.D.O.K., who agreed to help them use Orrgo to conquer the world. M.O.D.O.K. took advantage of his unexpected return and once again took control of AIM. However, after battling the Defenders, M.O.D.O.K. withdrew the support of AIM, lest the organization suffer another defeat. AIM, now described as a "technology-worshiping cult", ran afoul of various heroes.[citation needed]

On one occasion, M.O.D.O.K. attempted to use the invention of the brilliant doctor Mark Cushing, who had developed a way to utilize the dormant mental powers of humans to turn the weak, the sickly, the handicapped, into super-people, and had created a Utopian society. AIM of course wanted this discovery, but was thwarted by Captain America and Iron Man. On this occasion, M.O.D.O.K. utilized the pooled psychic power of the super-society to create a giant humanoid body for himself, made up out of pure energy.[citation needed]

Later M.O.D.O.K. had been captured by a US Naval intelligence/drug cartel alliance, who lobotomized him and used him to tap spy satellites and manipulate stock markets. Unknown to them, M.O.D.O.K. regained consciousness and swapped his mind with the human Damocles "The Saint" Rivas as well as developing the ability to convert his original form to data and "e-mail" it around the world. His original body, acting off old instincts, murdered every AIM agent who had created M.O.D.O.K. while M.O.D.O.K. himself battled Captain America, the Falcon and the Anti-Cap in a takeover attempt. He was finally trapped in stasis (by interrupting a teleportation sequence) and taken into SHIELD custody.[citation needed]

M.O.D.O.K. escaped custody and either expelled or subverted the personality of Rivas and took command of an AIM research lab in India. There, he was attacked by Deadpool, who was searching for a sample of the Phalanx. He was later defeated by Squirrel Girl when attempting to take over one of Maelstrom's old labs. Some time later he faced off against Ms. Marvel and Wonder Man, and has now regained a massive organization after a daring caper involving several villains such as Mentallo, Chameleon and Spot.[citation needed]
David Finch - MODOK vs. Hulks

M.O.D.O.K. was among the nine criminal geniuses that Beast sought out to help him reverse the effects of M-Day. As with many of the others, M.O.D.O.K. rebuffed the Beast.[18]

M.O.D.O.K.'s 11

Modok 11l (terra-616),Modok 11 0001.jpg(terra-616) 0001

M.O.D.O.K.'s 11

Left impoverished and isolated after Monica Rappaccini took full control of AIM, M.O.D.O.K. came up with a new plan to regain power. Assembling a team of current and former super-villains — Puma, Mentallo, Armadillo, Chameleon, Nightshade, Living Laser, Rocket Racer, and Spot - using a psychic illusion of cash, he plotted to steal a living star called the Hypernova. Able to be used as a power source or ultimate weapon, it belonged to the Infinicide, a race of naturally-evolved M.O.D.O.K.s from the end of time. He repeatedly tried to focus on being Designed Only for Computing, and had to struggle not to say "Killing" instead.[citation needed]

M.O.D.O.K.'s team was infiltrated by Rappaccini's Ultra Adaptoid and two of its members were working for other beings, but M.O.D.O.K. secretly took and replaced the Hypernova while it was being handed to the Spot via the Dark Dimension (M.O.D.O.K. had kept one of Spot's portals around for this). He then sold the Hypernova to AIM for a billion dollars and paid off his minions that remained loyal (with increased cuts due to only three remaining in the end). It turned out the Hypernova was unstable away from the Infinicide — which M.O.D.O.K. had known, and his plan all along had been to get Rappaccini to give him money for something that would destroy her and AIM's HQ (although it bears to be seen whether this was the real Hypernova and not another imitation; an actual hyper-nova explosion would completely destroy the entire solar system rather than just a single AIM base). M.O.D.O.K. now had a base and an army of minions once more.[citation needed]

The themes in M.O.D.O.K.'s 11 include internal struggle and being trapped due to bad decisions. Many of the villains (including M.O.D.O.K. himself) showed conflict over their actions, and most of the group were in desperate situations and needed to work for M.O.D.O.K. — they had "used up all [our] second chances" (Nightshade in #3). Treachery was another theme: several members of the team were working to back-stab the rest (and suffered for it) and M.O.D.O.K. was betraying everyone (and succeeds).[citation needed]

World Wars Hulks

When the Intelligencia used Cathexis Ray Generator, a device that could transfer radiant energy from one subject to another, Amadeus Cho was affected as well. Cho's mind expanded at certain level that he gained the ability to warp reality within a ten-foot radius. With the use of this power, Amadeus changed M.O.D.O.K. back into a normal human again. George Tarleton was taken into custody by the US military and remained confined.[19].

Power Grid [20]
Energy Projection
Fighting Skills
* Higher levels are ratings with access to robot bodies


as M.O.D.O.K.

  • Super-intelligence
  • Psionic Powers:
    • Telekinetic Force Blasts
    • Ability to calculate probability that borders on clairvoyance.


  • Doomsday Chair: Due to M.O.D.O.K.'s mutated size, he is no longer capable of unassisted physical movement. M.O.D.O.K.'s body is housed within a technologically advanced device which he refers to as his "Doomsday Chair". The Doomsday Chair, in addition to providing structural support or M.O.D.O.K.'s frame, also magnifies his psionic capabilities to the Nth degree. Though primarily a self-sufficient device, the Doomsday Chair can also be connected to a special energy cradle that provides it with an endless supply of power. Empowering both the chair and the cradle requires massive amounts of energy. Charging it up once caused the entire city of Los Angeles to black out.[21]
  • M.O.D.O.K.'s Humanoid Body: A humanoid, giant-sized metallic body, built by more than 100 AIM scientists, that M.O.D.O.K. could operate by entering the empty "headpiece". The body was hard to damage and gave him superhuman strength. It also allowed him to shoot beams of energy from the fingertips, and flight using boot jets. It was big enough to hold Iron Man in one hand.[22] It was destroyed in a fight with Yellow Claw.[23]

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