History TearJerker / OKKOLetsBeHeroes

* Although K.O. is successful in regaining control and escaping from his subconscious, by the time he returns, the Plaza is destroyed and [[https://tvtropes.org/pmwiki/pmwiki.php/Main/KillEmAll EVERYONE he knows, both friend and foe,]] has already been defeated by T.K.O., leaving just him.

* Although K.O. is successful in regaining control and escaping from his subconscious, by the time he returns, the Plaza is destroyed and EVERYONE he knows, both friend and foe, has already been defeated by T.K.O., leaving just him.

* For just a [[FreezeFrameBonus split second]], while opening the door for K.O. at the beginning of the episode, you can see Venomous flashing his son a SlasherSmile; complete with the CreepyShadowedUndereyes that characterizes Shadowy Figure. This heavily implies that Venomous was already [[SplitPersonalityTakeover long gone]] at this point and that Shadowy Figure was pulling a HydePlaysJekyll throughout the whole episode to get back at him and K.O. for the events of "Let's Get Shadowy". Doubles as NightmareFuel.

* For just a [[FreezeFrameBonus split second]], while opening the door for K.O. at the beginning of the episode, you can see Venomous flashing his son a SlasherSmile; complete with the CreepyShadowedUndereyes that characterizes Shadowy Figure. This heavily implies that Venomous was already [[SplitPersonalityTakeover long gone]] at this point and that Shadowy Figure was pulling a HydePlaysJekyll throughout the whole episode to get back at him and K.O. for the events of "Let's Get Shadowy".

** A FreezeFrameBonus right before aforementioned BigNo has Venomous staring at Fink's body [[{{VillainousBSOD}}with a look of utter horror and despair]].

* Combo Breaker running out of the store crying after being called a nuisance by an angry K.O.

* K.O. being offended by Rad's comment on him being simple like Jethro. K.O. tries to convince Rad that he and Jethro both have depth but is disappointed that when Mega-Jethro is attacking the plaza he is simply defeated by [[spoiler: just switching lever that makes him go forward or reverse]]. When Rad sees how hurt K.O. is by his comment, he ensures K.O. he has a lot more to offer than Jethro.

* Everything about Enid's flashback about how Elodie and her were friends. [[spoiler: It's especially heartbreaking to see how Elodie stabbed Enid in the back just to win the contest to enter the P.O.I.N.T. Academy]]. No wonder Enid has so many emotional issues.
** What make this worst is the fact that despite Enid showing mercy to [[spoiler:Elodie, who later backstabbed her in front of everyone,]] the audience still cheers for [[spoiler:Elodie and still got her entrance to P.O.I.N.T. Academy.]]

* When Enid [[spoiler:almost falls to her death during the date battle]], she sounds resigned to her fate and gives a short monologue;

* That in itself is a tearjerker, because it can mean that [[spoiler:her death would finally give Enid peace]], and that she views Rad and Elodie as people who she should have never befriended.

* [[spoiler: T.K.O attacking his friends and mother when they try to snap him out of his EmoTeen attitude, especially his reaction when he breaks free of his darker side]].
* Does Radicles get angry after being punched into orbit and crash landing into the parking lot? Does he get right back up and start throwing punches? Not immediately--he's so badly hurt, both physically ''and emotionally'', he can only whimper pathetically for a few minutes as he lies in the impact crater. He's visibly struggling and back in the fight a few minutes later, but it's hard to see someone who's usually so tough brought so low [[spoiler: and by someone he knows and trusts as a friend]].

* When K.O and Dendy were about to drop their Pow Card collection in a volcano due to believing [[spoiler: they were bad]].
** Doubles when you realize that [[spoiler: they liked Pow Cards their whole lives]]. It's almost like having to drop something you liked [[spoiler: your whole life]] in a volcano.

* After K.O. breakdown and told Hero that he wanted to do other things besides leveling up and asked Hero if he ever wanted to do anything else with someone else. Hero gives a sad reaction, showing that he realized he left behind so many people he cared about for even more power. Luckily, he learned his lesson and went back, [[spoiler: even ends up having a family with Chery.]]

* K.O. realizing that [[spoiler: [[BatmanGambit he let Shadowy Figure into the area he wanted to break in]] and that he failed Mr. Gar by disobeying orders. He even gets close to turning back into Turbo!]]
* Mr. Gar finds K.O. and scolds him for leaving his post [[spoiler: until he sees K.O. break down in tears and go on about how much he messed up and how sorry he is.]] Mr. Gar stops right away and comforts him in his own gruff way.

* When Shannon gets her circuits damaged during a thunderstorm fight with the Bodega Crew, she begins a romantic relationship with Rad, who reciprocates. Everyone's against them hooking up, but especially Shannon's brothers. [[spoiler:When they learn that Rad and Shannon were running away together, they try to kill Rad before Lord Boxman destroys her and only stop once Shannon breaks up with him and reboots to her original factory settings. Rad is so crestfallen, he swears that Shannon meant nothing to him Shannon actually faked her rebooting to be with Rad and to get her brothers off her back, but overhearing Rad's rejection of her, reboots for real and goes back to her usual self]].
** It's visually heartbreaking too, quite literally. Shannon [[spoiler:falling in love is shown by the gem in her chest and her inner circuitry going from a green glow to a pink one. When she overhears Rad's rejection, she clutches her chest in pain, and we see the light go DEAD rather than change color, and her chest panel seemingly opening on its own before she presses the reboot button without any hesitation.]]

** Made even worse after "P.O.I.N.T to the Plaza" where Foxtail and Gar outright hate each other and it's implied the rest of P.O.I.N.T hates him as well, you gotta feel for Laserblast who could never know that [[spoiler: his apparent death]] would destroy the team completely.

* The fall out of Red and her previous team, the Hue Troop. [[spoiler: After she accidentally destroyed the Prism Crystal and decided to run away, her team believed she was a traitor and started hunting her down. It seems that after deserting her team, she lost all respect for them after realizing how cheesy they are. When her team confronts her, Red has no problem hurting them and is more than happy to fight them, shocking her former friends. After replacing the Prism Crystal and her team forgives her and invites her back to the future, she chooses to stay in 201X]].

* After being kept in the dark for so long, we're ''finally'' given the full story behind the mysterious [[NoodleIncident "Sandwich Incident"]] and why Gar to this day has a crippling fear of being around Carol. [[spoiler: It isn't just because of his crush on her. Turns out while staying lookout during a mission they were both with Laserblast during their P.O.I.N.T. days, Gar trying to express his feelings to Carol by comparing their relationship to a sandwich ends up getting Laserblast [[UncertainDoom killed, shrunk, sucked into a black hole, or some combination of at least two of those.]] Carol blamed Gar for losing her at-the-time boyfriend and Gar has felt immensely guilty for it ever since. Gar's hysteric crying at the sight of Silver Spark in "Face Your Fears" was almost funny, but absolutely ''not'' after this episode. Even after apologizing to Carol in the present, he's just bawling. ''[[WhamEpisode Damn.]]'' Imagine confessing your love to your crush (who you already have a cherishable friendship with), only for her to not only [[JustFriends see you as just a friend]], [[YankTheDogsChain but for tragedy to strike because of it and you're condemned by her for it.]] Gar has been holding some serious emotional weight since long before the start of the show]].

* Mr. Logic's backstory. [[spoiler:He was Lord Boxman's first creation and the two were best friends, with Logic helping Boxman found his factory. But when Mr. Gar began building the plaza, Boxman [[FeelingOppressedByTheirExistence became utterly obsessed with it]], abandoning all his ambitions in favor of trying to destroy the plaza. When Mr. Logic realized both how pointless this was and that creating things was better than destroying, he tried to get Boxman to grow up and let go of his petty hatred of the plaza. Instead, Boxman was so enraged over his creation "betraying" him that he kicked Logic out and designed the current Boxmore robots to basically act like slaves.]] In the present, Mr. Logic bluntly says that [[spoiler:Boxman completely destroyed their friendship for the sake of his pointless vendetta]].

* Though Mr. Gar is still on good terms with Carol, he seems to have completely lost faith in P.O.I.N.T.; for Foxtail, the feeling seems to be mutual. When Foxtail is explaining how destructive the Gloops are and that they ruin people's lives, she tells Gar "Looks like you two have something in common," obviously referring to [[spoiler: what happened to Laserblast]]. ''Ouch.''

* As it turns out, Dr. Greymann never got his powers back. In fact, he was ''crippled from the waist down'' by losing them and now seems like a shadow of his former self. He’s also obviously still hurting over it all, as a student making a snarky comment about his powerlessness nearly sends him into a rage. Worst of all, [[spoiler:[[TokenGoodTeammate he might be one of the few teachers who isn’t in on Chip Damage’s honor student conspiracy]], but if so he can’t do anything about it because he doesn’t even know it’s happening...]]

* When Greyman [[spoiler: tells Enid and Elodie the reason why he made Chip Damage, a flashback appears where the members of POINT (sans Gar), can be seen mourning Laserblast's apparent death, it's played dead seriously and there's no humor in it (aside from a bucket of lollipops in Laserblast's memoirs), it really shows how much the team was affected by the apparent death of their friend]].
* Foxtail [[spoiler: [[KickTheDog coldly firing Greyman]] when the latter refuses her WellIntentionedExtremist actions, with her telling him that "In POINT there's no place for the powerless", Greyman was [[WhatTheHellHero noticeably hurt]] by Foxtail being behind Chip Damage's actions, but this was bad enough that it caused him to storm out in anger and sorrow asking Foxtail to find another Head of Wisdom]].
** To make things worse [[spoiler: all it took for Foxtail to outright dissmiss her old friend, was Greyman opposing her actions, and she showed no remorse whatsoever for hurting him and firing him, it's clear that Laserblast's death affected her greatly and no longer is she the great hero she once was, now she's a shadow of her former self, willing to endanger the lives of allies and rivals alike, as well as dismiss former friends should they disagree with her]].

* How about the fact that the Ghoul School gang have only vague memories of [[spoiler: Shaggy and Scooby]] and no recollection of [[spoiler: Scrappy]] at all? They've all but forgotten their beloved Coach and his companions.
* Just Enid being terrified about what her friends will think when they find out she's a ninja and not a witch like they assume, thanks to Rad instilling doubt in her. [[spoiler:[[SugarWiki/HeartwarmingMoments Thankfully, their views on her don't change at all when she finally comes clean.]]]]

* This also gets worse in hindsight after "Let's Get Shadowy", where we learn [[spoiler:that the real reason for Venomous being tired and grumpy so often (which is what makes him more irritable with Fink) isn't just being overworked; it's because he has a SplitPersonality, Shadowy Figure, frequently taking over and exerting his body, leaving him exhausted when he returns to being himself again. What's more, Fink ''knows'' this, but is unable to tell Venomous because Shadowy threatened to [[SplitPersonalityTakeover steal his body for good]] if she does. She has to just deal with his crankiness and lack of attention whenever it may happen and is powerless to help, because the alternative is losing him forever. No wonder she's so crestfallen and unhappy]].

* Lord Boxman attempts to put his foot down and [[GetOut kick Shadowy Venomous out]] of his house; unfortunately, since Venomous now co-owns Boxmore, he immediately turns it around and kicks Boxman and the robots out instead. As a dejected Boxman leaves, the last thing he says is to Fink: "Take care of yourself, kid."

* ''None'' of K.O.'s friends' and family's efforts to restore him to normal from T.K.O. work. Rad and Enid go Turbo to battle with him, but lose anyway once he taps into the Lakewood Tree. Rad's and Enid's, Carol's and Gar's, and Dendy's efforts to invoke ThePowerOfLove don't make any difference, and T.K.O. just blasts them away from him. One T.K.O. starts draining (killing) everyone and they realize he's not going to spare them either, Carol, Gar, Enid, and Rad can only huddle together in a GroupHug before he kills them too.

* Then later, after he reunites Rad and Enid and they confront Venomous together, K.O. discovers that these versions of his friends are "also" clones, so he has to watch them die in front of him a ''second'' time, reducing him to more screaming and panicking.

** When we learn that K.O.'s father is [[spoiler:Professor Venomous]] this episode takes on a different sad tinge.

** When Enid [[spoiler:almost falls to her death during the date battle]], she sounds resigned to her fate and gives a short monologue;
--->''Enid'': Well, I guess this is it. I'm gonna go the way I live; giving chances to jerks who don't deserve it.
** That in itself is a tearjerker, because it can mean that [[spoiler:her death would finally give Enid peace]], and that she views Rad and Elodie as people who she should have never befriended.

* Put yourself in Laserblast's shoes for a second. You're a powerful hero, a vital member of your team, and you have a loving and supportive girlfriend, but all you can see yourself as is a useless weakling who can't keep up with the more powerful heroes around you. Then you [[BroughtDownToNormal lose your powers]], all your hard work towards potentially improving them goes down the drain in the process, and to top it off, you hear your girlfriend say something that makes it sound like she, too, considered you useless, and that all her encouragement otherwise was just her lying through your teeth.

* Professor Venomous watching Fink sacrifice herself for him. Not only that, but it's only a few seconds after he becomes himself again and has just accepted that he's going to permanently lose his powers. Instead, Professor Venomous--someone who hurt himself in his attempts to regain his powers after he lost them--has to watch the girl he raised as his own daughter lose her powers and know it's his fault.

* The last shot of the episode: as T.K.O and Shadowy Venomous team up and begin laughing evilly, Lord Boxman sits alone in his office [[EvenEvilHasStandards with a very uncomfortable look on his face]].

* Carol sobbing as she watches her son destroy the plaza. It may be T.K.O., but it's still her child. She can't do anything to stop him, and she has to live with the knowledge that if she hadn't let him go to stay with Professor Venomous, he wouldn't be like this now.

* Although K.O. is successful in regaining control and escaping from his sub-conscience, by the time he returns, the Plaza is destroyed and EVERYONE he knows, both friends and foes, has already been defeated/killed by T.K.O., leaving just him...
* Professor Venomous watching Fink sacrifice herself for him. It's a short scene, only a few seconds, but not only is he forced to watch her sacrifice, it's only a few seconds after he becomes himself again and has just accepted that he's going to permanently lose his powers. Instead, Professor Venomous--someone who hurt himself in his attempts to regain his powers after he lost them--has to watch the girl he raised as his own daughter lose her powers and know it's his fault.

* Lord Boxman manipulating K.O. into believing that Rad and Enid hate him, after K.O.'s attempts to impress them made a large mess of the Bodega.

* K.O. being offended by Rad's comment on him being simple like Jethro. K.O. tries to convince Rad that he and Jethro both have depth, but is disappointed that when Mega-Jethro is attacking the plaza, he is simply defeated by [[spoiler: just switching lever that makes him go forward or reverse]]. When Rad sees how hurt K.O. is by his comment, he ensures K.O. he has a lot more to offer than Jethro.

* K.O being trapped inside a robot's mouth while Dendy just waits outside. She doesn't do anything to help him and she only uses this moment to study K.O. while he tries to punch his way out of the robot. She finally decides to help him get out when he mentions he collects Pow Cards. She actually feels guilty about endangering him and confesses the whole quest to fix her backpack was a ruse to study him.

* K.O. makes a visibly upset and hurt expression when Chameleon Jr. mentions having a powerful dad. The revelation of not having a dad really hit K.O. hard as even Rad and Beardo had nothing to say about it.
* When K.O. told Carol the reason why he drags her into a fight against somebody else's dad, the upset Carol soon grew a sad smile and assured K.O. that he did had a dad and he was a great hero. This further hints that K.O.'s father... isn't around anymore.

* This episode gives backstory to Enid and Rad, and both suffer some tragic events. For Enid, already being a shy nerd and crushing on Rad for three weeks until he acted like an asshole and destroyed any romance they could have had. For Rad, he'd rather listen to his jerk friends who told him that she'd like him if he was a jerk to her. Even knowing that he drove Enid away by acting that way, he chooses to double down and admit he did no wrong.
** When Enid [[spoiler:almost falls to her death during the date battle]], she sounds resigned to her possible fate and gives a short monologue;

* Seeing K.O. break down in tears after Shadowy Figure told him that his friends do not respect him and see him as a weakling. Just the fact that the happy little kid we know from the first episode is breaking down so much was heart-wrenching.
** When that rage does not work, K.O. get even more furious at himself and was close to quitting his dream of being a hero due to still being a weakling despite all of his hard work.
* [[spoiler: T.K.O attacking his friends and mother when they try to show concern and snap him out of his EmoTeen attitude, especially his reaction when he breaks free of his darker side]].

* K.O.'s reaction to watching his friends "die" is nothing short of heart-breaking. He's led to believe that it's his fault, and his scream after Rad dies is simply awful.

* The episode ends with K.O. officially giving up on rehabilitating T.K.O. after the latter proves just how unhinged he is. Having enough of his counterpart's destructive actions, K.O. proceeds to lock him in the deepest parts of his subconscious, giving him a ''blistering'' TheReasonYouSuckSpeech about how he's done nothing but make K.O.'s life miserable since day one and how he was an idiot for ever thinking he could change. The final shot of the episode is T.K.O. breaking down in tears.

** It gets worse when you remember how badly Laserblast's disappearance affected everyone else in P.O.I.N.T. Mr. Gar lived with guilt over the "Sandwich Incident" [[ItsAllMyFault for years]] (affecting his relationship with Carol in the process), and Foxtail was [[CynicismCatalyst so embittered]] by the incident that she became a {{Well Intentioned Extremist}} who was willing to endanger her students and use the technology [[{{Main/Hypocrite}} she had previously called Laserblast out on wanting to use]] in order not to lose her sense of control. Despite what Laserblast thought, the other members of P.O.I.N.T did care about him...but now, it's much too late for any of that to make a difference. [[FridgeHorror So how exactly are the other members of P.O.I.N.T going to react when they find out what really happened?]]

* Professor Venomous is legitimately shaken by this season's ''other'' big reveal: he's Shadowy Figure, but even ''he'' didn't know that, since the latter is a {{Split Personality}} created when he was trying to get his powers back. Fink knew the truth, but Shadowy threatened to [[SplitPersonalityTakeover take over for good]] if she told anyone.
* This episode also gives another reveal: where did Foxtail get all those Glorbs she was using to power her students? Shadowy Figure. Not only had she been reduced to cooperating with a villain, but said villain was [[{{Main/Irony}} the same teammate]] whose supposed death caused her {{Start Of Darkness}} in the first place...''and she had no idea''.

* K.O. crosses the {{Despair Event Horizon}} when he comes to the conclusion that all Professor Vemomous wanted was to bring T.K.O. back out. Unfortunately, this gives T.K.O. the opening to banish K.O. and take over completely.

* Jethro is gone. All the models of him have been destroyed. [[spoiler:At least until the credits sequence has Boxman finding a colony of them that survived, led by Jethro 2.0]].

* Jethro is gone. All the models of him have been destroyed.

* Professor Venomous is legitimately shaken by this season's ''other'' reveal: he's Shadowy Figure, but even ''he'' didn't know that, since the latter is a {{Split Personality}} created when he was trying to get his powers back. Fink knew the truth, but Shadowy threatened to [[SplitPersonalityTakeover take over for good]] if she told anyone.

** It gets even sadder when you remember that one of the drawings we see of him implies that he does feel guilt over his destructive nature but he can't control himself.

* During the Junior P.O.I.N.T. member's induction ceremony, the team shares a group hug and Laserblast cheerfully says that they'll always be together. While in the present, [[spoiler:Laserblast became Shadowy Figure after faking his death,]] Carol and Gar have left the team, and Gar has trouble even being in Carol's vicinity.

* During the Junior P.O.I.N.T. member's induction ceremony, the team shares a group hug and Laserblast cheerfully says that they'll always be together. While in the present, [[spoiler:Laserblast is dead,]] Carol and Gar have left the team, and Gar has trouble even being in Carol's vicinity.

* The episode ends with K.O. officially giving up on rehabilitating T.K.O. after the latter proves just how unhinged he is. Having enough of his counterpart's destructive actions, K.O. proceeds to lock him in the deepest parts of his subconscious, giving him a ''blistering'' TheReasonYouSuckSpeech about how he's done nothing but make K.O.'s life miserable and how he was an idiot for ever thinking he could change. The final shot of the episode is T.K.O. breaking down in tears.