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** By episode 17, Sabretooth becomes ever more extreme. When Manino sent some Destroyer-drone robots to assist him. Instead of being grateful, [[UngratefulBastard Sabertooth destroyed one of the robots]]. He even went so far as to attack Rosetta, apparently intention on killing her.

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** By episode 17, Sabretooth becomes ever more extreme. When Manino sent some Destroyer-drone robots to assist him. Instead of being grateful, [[UngratefulBastard Sabertooth destroyed one of the robots]]. He even went so far as to attack Rosetta, apparently intention intent on killing her.
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Kill Em All was renamed Everybody Dies Ending due to misuse. Dewicking


* Episode 20: while also a [[TearJerker heartbreaking]] moment. After everything that's already happened to her. Not to mention Ōkuma shooting his mouth off, [[FantasticRacism calling Mutants freaks, that aren't human and should not be trusted]]. Noriko unleashes her powers in a fit of anger. What's frightening is that she nearly goes over the DespairEventHorizon, briefly considering a KillEmAll attitude towards humans.

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* Episode 20: while also a [[TearJerker heartbreaking]] moment. After everything that's already happened to her. Not to mention Ōkuma shooting his mouth off, [[FantasticRacism calling Mutants freaks, that aren't human and should not be trusted]]. Noriko unleashes her powers in a fit of anger. What's frightening is that she nearly goes over the DespairEventHorizon, briefly considering a KillEmAll KillAllHumans attitude towards humans.
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* Episode 32: Red Skull's possession of Hikaru via the Dimension Sphere is AdultFear at its finest. Red Skull is basically forcing Thor to kill his friends or he will have Hikaru kill them, and possibly kill the rest of the children as well, ''his brother included''. Not only that, it's revealed that [[spoiler: were it not for Thor saving his life]], the unlimited power could prove too much for him to handle, causing him to [[BrainwashedAndCrazy to go insane]] and could even kill him. Plus, his scream when he puts a shard of the sphere into his heart [[spoiler: and when Thor's bond with Hikaru purifies him]] shows it's probably a painful process as well.

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* Episode 32: Red Skull's possession of Hikaru via the Dimension Sphere is AdultFear at its finest.Sphere. Red Skull is basically forcing Thor to kill his friends or he will have Hikaru kill them, and possibly kill the rest of the children as well, ''his brother included''. Not only that, it's revealed that [[spoiler: were it not for Thor saving his life]], the unlimited power could prove too much for him to handle, causing him to [[BrainwashedAndCrazy to go insane]] and could even kill him. Plus, his scream when he puts a shard of the sphere into his heart [[spoiler: and when Thor's bond with Hikaru purifies him]] shows it's probably a painful process as well.
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** The first appearance of Ronin. Which starts with Akira, who was alone in the lab. Suddenly hearing what sounds like his fathers' voice. So, when Akira activates the portal machine. A creepy looking man dressed in black appears and steal the Dimension Sphere. Though not before attacking Akira and badly wounding Iron Man.

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** The first appearance of Ronin. Which starts with Akira, who was alone in the lab. Suddenly hearing what sounds like his fathers' voice. So, when Akira activates the portal machine. A creepy looking man dressed in black appears and steal steals the Dimension Sphere. Though not before attacking Akira and badly wounding Iron Man.
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** On a minor note, after Red Skull attacks them using the destructive power Dimension Sphere. [[UncertainDoom None of the S.H.I.E.L.D. agents escorting Hikaru and Thor are seen again...]]

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** On a minor note, after Red Skull attacks them using the destructive power of the Dimension Sphere. [[UncertainDoom None of the S.H.I.E.L.D. agents escorting Hikaru and Thor are seen again...]]
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* Episode 25: Fin Fang Foom setting fire to the S.H.I.E.L.D. Helicarrier. Star Lord's description the creatures' flames is also pretty terrifying.

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* Episode 25: Fin Fang Foom setting fire to the S.H.I.E.L.D. Helicarrier. Star Lord's description of the creatures' flames is also pretty terrifying.



* Episode 28: Not only is Red Skull's plan to basically, [[EarthShatteringKaboom blow up the Earth]] horrifying. His cold description the plan is extremely creepy as well.

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* Episode 28: Not only is Red Skull's plan to basically, [[EarthShatteringKaboom blow up the Earth]] horrifying. His cold description of the plan is extremely creepy as well.
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** Bucky's fate alone is [[HarsherInHindsight Terrifying In Hindsight]] if you know [[ComicBook/BuckyBarnes what became of him in the comics and other Avengers media]]. Had the series continued longer, this [[WhatCouldHaveBeen could've potentially]] [[TheyWastedAPerfectlyGoodPlot been shown here as well]].

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** Bucky's fate alone is [[HarsherInHindsight Terrifying In in Hindsight]] if you know [[ComicBook/BuckyBarnes what became of him in the comics and other Avengers Avenger's media]]. Had the series continued longer, this [[WhatCouldHaveBeen could've potentially]] [[TheyWastedAPerfectlyGoodPlot been shown here as well]].



** When Thor and Wasp point out to Red Skull the obvious flaw in his plan. Mainly, that his victory will be a [[PyrrhicVictory hollow one]], do to the fact that he'll die too. The clearly deranged Red Skull explains that he simply doesn't ''care''.

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** When Thor and Wasp point out to Red Skull the obvious flaw in his plan. Mainly, that his victory will be a [[PyrrhicVictory hollow one]], do due to the fact that he'll die too. The clearly deranged Red Skull explains that he simply doesn't ''care''.



* Episode 32: Red Skull's possession of Hikaru via the Dimension Sphere is AdultFear at it's finest. Red Skull is basically forcing Thor to kill his friends or he will have Hikaru kill them, and possibly kill the rest of the children as well, ''his brother included''. Not only that, it's revealed that [[spoiler: were it not for Thor saving his life]], the unlimited power could prove too much for him to handle, causing him to [[BrainwashedAndCrazy to go insane]] and could even kill him. Plus, his scream when he puts a shard of the sphere into his heart [[spoiler: and when Thor's bond with Hikaru purifies him]] shows it's probably a painful process as well.

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* Episode 32: Red Skull's possession of Hikaru via the Dimension Sphere is AdultFear at it's its finest. Red Skull is basically forcing Thor to kill his friends or he will have Hikaru kill them, and possibly kill the rest of the children as well, ''his brother included''. Not only that, it's revealed that [[spoiler: were it not for Thor saving his life]], the unlimited power could prove too much for him to handle, causing him to [[BrainwashedAndCrazy to go insane]] and could even kill him. Plus, his scream when he puts a shard of the sphere into his heart [[spoiler: and when Thor's bond with Hikaru purifies him]] shows it's probably a painful process as well.



--> '''Dormammu''': There are only two options for you pitiful beings to choose from. Be consumed by darkness and vanish into the void, forever. Or offer me your souls, and join the denizen's of the Dark Dimension.
** While they turn out of have "only" been a vision. The images of decay ruin in city and location all over the planet were extremely unsettling.

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--> '''Dormammu''': There are only two options for you pitiful beings to choose from. Be consumed by darkness and vanish into the void, forever. Or offer me your souls, and join the denizen's denizens of the Dark Dimension.
** While they turn out of have "only" been a vision. The images of decay and ruin in the city and location locations all over the planet were extremely unsettling.
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** While they turn out of have "only" been a vision. The images of decay ruin in city and location all over the planet were extremely unsettling.

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** While they turn out of have "only" been a vision. The images of decay ruin in city and location all over the planet were extremely unsettling.unsettling.
* Episode 51, just the idea of Loki infused with all of [[spoiler: Dormammu's]] powers and abilities.
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** Loki's sadistic gleefulness as he tortured Tony is rather disturbing.

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** Loki's sadistic gleefulness as he tortured Tony is rather disturbing.disturbing.
* Episode 49: Dormammu's ultimatum to the people of Earth.
--> '''Dormammu''': There are only two options for you pitiful beings to choose from. Be consumed by darkness and vanish into the void, forever. Or offer me your souls, and join the denizen's of the Dark Dimension.
** While they turn out of have "only" been a vision. The images of decay ruin in city and location all over the planet were extremely unsettling.

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** The first appearance of Ronin. Which starts with Akira, who was alone win the lab. Suddenly hearing what sounds like his fathers' voice. So, when Akira activates the portal machine. A creepy looking man dressed in black appears and steal the Dimension Sphere. Though not before attacking Akira and badly wounding Iron Man.
* Episode 47, Tony explaining what happened to him when he encountered Loki and Dormammu in the [[EldritchLocation Dark Dimension]].

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** The first appearance of Ronin. Which starts with Akira, who was alone win in the lab. Suddenly hearing what sounds like his fathers' voice. So, when Akira activates the portal machine. A creepy looking man dressed in black appears and steal the Dimension Sphere. Though not before attacking Akira and badly wounding Iron Man.
* Episode 47, Tony explaining what happened to him when he encountered Loki and Dormammu in the [[EldritchLocation Dark Dimension]].Dimension]].
--> '''Tony''': It was a nightmarish experience. One that I'd prefer to forget...
** Loki's sadistic gleefulness as he tortured Tony is rather disturbing.
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** Blade's warning about the Dimension wormhole generator, especially when he points his vial of holy water at it. Causing the water to actually ''boil'' just before turning a sickly gray color.
** The first appearance of Ronin. Which starts with Akira, who was alone win the lab. Suddenly hearing what sounds like his fathers' voice. So, when Akira activates the portal machine. A creepy looking man dressed in black appears and steal the Dimension Sphere. Though not before attacking Akira and badly wounding Iron Man.
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* Episode 42: Just the fact that even [[EvenEvilHasStandards Ōkuma]] finds the actions of Baron Blood and vampires in general reprehensible. Considering his respect for such vile villains as Sabertooth, that's saying something.

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* Episode 42: 43: Just the fact that even [[EvenEvilHasStandards Ōkuma]] finds the actions of Baron Blood and vampires in general reprehensible. Considering his respect for such vile villains as Sabertooth, that's saying something.
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* Episode 42: Just the fact that even [[EvenEvilHasStandards Ōkuma]] finds the actions of Baron Blood and vampires in general reprehensible. Considering his respect for such vile villains as Sabertooth, that's saying something.

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** That, and all the kids (save Akira) being turned into Baron Blood's [[MindControl mind-controlled]] slaves.

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** That, and seeing all the kids (save Akira) being turned into [[WouldHurtAChild Baron Blood's Blood's]] [[MindControl mind-controlled]] slaves.slaves. The way Blade describes it, Baron Blood apparently doesn't even need to feed to survive. He just does so, for ''fun''.
--> '''Blade''': Baron Blood and his family are the most infectious and vile of all the vampire clans. They take cruel twisted pleasure in turning the people you care about most. Into their own brainwashed monsters. They don't do it for the blood of their victim. You see, once a person has transformed to become one of them. He can never return to normal. The best you can do, [[MercyKill is put them out of their misery]].
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* Episode 39: Two words, Omega Ultron. Worse, Ultron made several of them. Sending them to several countries all over the world.
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* Episode 38: Watching [[spoiler: Ultron]] pull off his old routine from the comics. Having managed to [[CrazyPrepared download his consciousness into S.H.I.L.E.D.'s computer mainframe. After his original body was destroyed]].
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** [[spoiler: Ultron]] calmly explaining his plan to subjugate humanity, by eliminating 30% of the world's population.
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** The fact that a young girl like Jessica is the first person [[spoiler: Ultron]] attacks directly.
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** Akira nearly getting sucked into the unstable vortex created by the Dimensional portal device.

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* Episode 37, while minor. Thor lampshading Ultron's UncallyValley nature as a humanoid robot.

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* Episode 37, while 37: While minor. Thor lampshading Ultron's UncallyValley UncannyValley nature as a humanoid robot.robot. Also counts as a bit of {{foreshadowing}}...
--> '''Thor''': If you ask me, he's a little ''too'' human.
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* Episode 37, while minor. Thor lampshading Ultron's UncallyValley nature as a humanoid robot.

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* Episode 31: Power Man's time-limit running out before he can get the Build-Up plate to Ed. Leaving the boy facing down Abomination, without any superhero to protect him.

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* Episode 31: Power Man's time-limit running out before he can get the Build-Up plate to Ed. Leaving the boy facing down Abomination, without any superhero superheroes to protect him.


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** On a minor note, after Red Skull attacks them using the destructive power Dimension Sphere. [[UncertainDoom None of the S.H.I.E.L.D. agents escorting Hikaru and Thor are seen again...]]
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* Episode 31: Power Man's time-limit running out before he can get the Build-Up plate to Ed. Leaving the boy facing down Abomination, without any superhero to protect him.
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** When Thor and Wasp point out to Red Skull the obvious flaw in plan. Mainly, that his victory will be a hollow one since he'll die too. The clearly deranged Red Skull explains that he simply doesn't ''care''.

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** When Thor and Wasp point out to Red Skull the obvious flaw in his plan. Mainly, that his victory will be a [[PyrrhicVictory hollow one since one]], do to the fact that he'll die too. The clearly deranged Red Skull explains that he simply doesn't ''care''.
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** When Thor and Wasp point out to Rd Skull the obvious flaw in plan. Mainly, that his victory will be a hollow one since he'll die too. The clearly deranged Red Skull explains that he simply doesn't ''care''.

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** When Thor and Wasp point out to Rd Red Skull the obvious flaw in plan. Mainly, that his victory will be a hollow one since he'll die too. The clearly deranged Red Skull explains that he simply doesn't ''care''.
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** When Thor and Wasp point out to Rd Skull the obvious flaw in plan. Mainly, that his victory will be a hollow one since he'll die too. The clearly deranged Red Skull explains that he simply doesn't ''care''.

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* Episode 20: while also a [[TearJerker heartbreaking]] moment. After everything that's already happened to her. Not to mention Ōkuma shooting his mouth off, [[FantasticRacism calling Mutants freaks that aren't human that should not be trusted]]. Noriko unleashes her powers in a fit of anger. What's frightening is that she nearly goes over the DespairEventHorizon, briefly considering a KillEmAll attitude towards humans.

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* Episode 20: while also a [[TearJerker heartbreaking]] moment. After everything that's already happened to her. Not to mention Ōkuma shooting his mouth off, [[FantasticRacism calling Mutants freaks freaks, that aren't human that and should not be trusted]]. Noriko unleashes her powers in a fit of anger. What's frightening is that she nearly goes over the DespairEventHorizon, briefly considering a KillEmAll attitude towards humans.


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* Episode 28: Not only is Red Skull's plan to basically, [[EarthShatteringKaboom blow up the Earth]] horrifying. His cold description the plan is extremely creepy as well.
--> '''Red Skull''': The Gaia Lines are as the "life blood" of the Earth. I wonder what would happen if we injected them with an explosive venom... (''shows an image of the Earth, suddenly breaking up into large chunks'')
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* Episode 25: Fin Fang Foom setting fire to the S.H.I.E.L.D. Helicarrier. Star Lord's description the creatures' flames is also pretty terrifying.
--> '''Star Lord''': Fire breath burns as hot as a solar flare and it melts anything, and ''everything''.
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* Episode 24: Watching poor Groot burned to a crisp. True, he gets better thanks to his powerful healing ability. Still, it's rather disturbing to watch. Also counts as a TearJerker.

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