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Nightmare Fuel / OK K.O.! Let's Be Heroes

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Though most parts of this show are pretty lighthearted, there are some parts of OK K.O. Let's Be Heroes that are not.


"You're Level 100!"

  • It's minor, but the faces K.O. pulls during his fight with Big Darrell. Including his eyelids. It's clear his Turbo side was showing...

"I am Dendy"

  • K.O being trapped inside a robot's mouth while Dendy just waits outside. K.O. desperately tries to punch his way out, but he can't break through. The worse part is Dendy doesn't even try to help him and only uses this moment to study him and kept him inside the robot until nighttime. Dendy would probably eventually free him but just the fact of being trapped inside a small enclosed space while no one helps you out for a long period of time can be scary.

"Do You Have Any More in the Back?"

  • While the mimics can be funny sometimes, some of them get downright terrifying, especially the floor mimic that threatened to eat them.

"You Get Me"

  • It's Played for Laughs in this episode, but imagine if a friend you really cared about was turned to stone and everyone else either couldn't help, or worse, didn't even notice they were in trouble.
  • Wally planning to permanently turn Enid into stone just for being rude to him.

"Just Be a Pebble"

  • The rat that K.O. fought in the sewer. Unlike any normal rats, this rat has six eyes.

"Second First Date"

  • Enid nearly falling headfirst into lava, and she just accepts it. Thankfully, she's saved by Rad.


  • Even though it's obvious he's about to be Worfed by T.K.O., giant Darrell's imminent attack capable of destroying the entire plaza in one shot isn't played for laughs in the slightest. The scene is jarringly almost treated with the level of seriousness it would if it were to happen in real life. Rad seriously considers getting help and Enid reminds him they won't make it back in time. All they can do is brace for impact. That's right. Darrell almost became a bigger Knight of Cerebus than T.K.O. himself.
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  • Not to be outdone, of course, there's Turbo K.O. That is, when he's not acting like an Emo Teen. Remember that nightmarish blob version of K.O. from Face Your Fears? Turns out he's all of K.O.'s anger and frustration given form. When a misguided K.O. taps into these emotions, he's unleashed and K.O. is left trapped in his own mind while his Superpowered Evil Side wreacks havoc yet unseen throughout the Plaza. Not only is T.K.O. bitter and rude towards K.O.'s friends and family, but he even challenges Rad and Enid to a power battle and manages to get both of them on the ropes. Rad is sent into orbit with one punch, and Enid can only run from T.K.O. It all comes to a head when Carol and Mr. Gar show up, who T.K.O. has no problem or emotional qualms with attacking. When his fury goes through the roof, T.K.O. unleashes a shockwave that knocks everyone in the vicinity nearly unconscious. Then, while she's down, T.K.O. is willing to attack his own mother. He's stopped in time by the real K.O. and the two have a Battle in the Center of the Mind which T.K.O. comes very close to winning. And that would have meant T.K.O. would replace K.O. indefinitely. When K.O. wakes up, he's horrified at the damage he's caused while he was out. To think that this is the true extent of K.O.'s power and that for the time being, tapping into it means becoming a monster. Yeesh. By far, the biggest Knight of Cerebus in the show so far.

"Let's Have A Stakeout"

"We Got Hacked"

  • The "Glitched" zombies are presented in an old-school 3D CGI format, overloaded with Uncanny Valley.
    • The way the Glitched zombie outbreak starts. Dendy hooks her hack-pack up to the mop and starts modifying it. K.O. ends up clicking on an infected pop-up and the mop explodes with a virus. A Real Magic Skeleton steps in a virus puddle, gets infected, and then starts shaking uncontrollably. Brandon touches his shoulder, he also gets infected, and then they both start shaking violently and bumping into everything in the bodega. When they hear K.O. yell, they stop, slowly turn around, and move towards the bodega crew to catch them, infecting every customer in their path and turning them into Glitch zombies.
    • Enid's corruption is shockingly terrifying. A small amount of corruption appears in her hair, which she nervously tries to shrug off until it fully takes over.
    K.O.: Are you sure you're okay...?
    Enid: (Monotone) I'm fine, K.O... (Looks up, revealing a glitchy Nightmare Face) Come here.
    • At one point, Enid, K.O., and Dendy get covered in ketchup. This being a Zombie apocalypse parody, it looks like blood.
  • When Dendy reboots everything, K.O.'s face is left still glitched-out.
    Mr. Gar: (slams the doors open) WHO'S CAUSING ALL THIS COMMOTION HERE?!
    K.O.: Everyone! You're not all creepy anymore!
    Rad: Dude... K.O. Uhh...
    (Potato screams and faints)
    (K.O.'s face is revealed to be glitched-out)
    K.O.: (in a robotic-like voice) What? I'm just glad everyone's okay now!
    Mr. Gar: Well, whatever this madness is, I think you should fix this, Dendy.
    (K.O. and Dendy both start to laugh, as K.O.'s head starts to grow larger until only his creepy autotune laughter can be heard)

Villains' Night In

  • While the episode is mostly funny, it also offers some subtly creepy insights on what life is like for the Box More robots. Literally all Darrell and Shannon seem to care about besides each other is pleasing Boxman; there's no indication that they have any hobbies or friends outside the factory and Boxman's schemes. Their television plays nothing but weird, propaganda-esque videos basically telling them that unquestionably following orders is the only way to make Boxman reciprocate their love, as if he's brainwashing his own mooks/kids (note that even Fink visibly cringes when she sees this). A small but effective reminder of what a terrible dad Boxman really is.

Let's Not Be Skeletons

  • Even discounting that it was all just K.O.'s nightmare, this episode is a really disturbing allegory for the issue of unrestricted firearms, culminating in Mr. Gar HUNTING DOWN K.O. in order to shoot him with the Skeleton Remote to turn him into a skeleton, even though he sees how everyone, including Carol, has been turned into skeletons!

You're In Control

  • Based on Insane Troll Logic or not, the scene where Darrell takes control of Boxmore is actually threatening, from the genuinely creepy background music, to how quickly the other Boxmore bots brush off what had happened, to the fact that the newly christened Lord Cowboy Darrell sits on a throne made out of his own dead bodies.

Season 2

T.K.O's House

  • Shadowy Figure manages to outperform himself in this episode. First of all, he is EXTREMELY powerful being able to toy with K.O and T.K.O effortlessly; this is the same K.O that had previously destroyed Boxman Jr (which SF even points out, meaning that he may have had some involvement in the incident). Even when they fused they only won by taking SF off-guard, and after T.K.O asks him how he knows about his powers and family so much, he drops his usual smug demeanor and replaces it with a simple stare before sneaking away. Whatever plan he is making is definitely far bigger than anything we've seen before.

Bittersweet Rivals

  • Even when you don't take Chip Damage's secret into account, the overall atmosphere at P.O.I.N.T. Prep seems incredibly stressful and toxic. All the teachers appear to have no problem pitting students against each other in competition, and their repercussions for any student that dares to fail are so extreme that it leaves most of the poor future heroes nervous wrecks. It's especially disturbing to see Foxtail threatening students and encouraging unhealthy Glory Hound behavior; it's clear that ever since Laserblast's death/disappearance that she's become more concerned with winning than being a real hero.

Mystery Sleepover

  • Turns out, P.O.I.N.T Academy isn’t what it seems; Chip Damage is somehow acting like an ultra-strict, abusive Svengali. Secretly pumping the honor students full of glorbs to give them an edge. Either they use the power boost themselves to make the school look good, or Chip forcibly activates it. That Super-Power Meltdown Sparko went through in the Megafootball episode? That was Chip activating his power boost and then taking it away, not caring that Sparko was in midflight and could’ve fallen to his death if not for Enid. And it’s implied all the teachers (except maybe Dr. Greymann) are in on it...

Final Exams

  • Picking up from where the last episode left off, it turns out that Foxtail was not only indeed in on Chip Damage's actions... she was the one giving orders to Damage, who is actually an android. Dr. Greyman is disgusted when he finds out what Foxtail has been doing.

Crossover Nexus

Plaza Alone

  • After the trio get locked in Gar's office, the episode turns into one big crazy drug-tripped shitshow. And though some parts of it are quite funny, some parts are not, and border into flat-out scariness, like K.O.'s Gross-Up Close-Up when staring at Rad (while he is a hot dog), and when K.O. morphs into a horse (pictured above) that falls right into the Uncanny Valley.

KO's Health Week

  • KO yelling at the Boxmore robots for interrupting his exercise segment for his health week and demanding they go hiking with them in a threatening tone. It's just so out of nowhere and uncharacteristic of him that even Rad and Enid are scared speechless.

Season 3

TKO Rules!

K.O. vs Fink

  • One that becomes this in hindsight once we learn that 1) Professor Venomous is K.O.'s father, and 2) Shadowy Figure is Venomous's Split Personality that Fink always knew about, but was blackmailed into keeping a secret: Shadowy Figure spent his appearances in the episode once again urging K.O. to harness his anger and unleash T.K.O...but this time, with the purpose of "getting back at" his bully, Fink, by beating her up to "make her pay". Essentially, this means that Shadowy was remorselessly encouraging his biological son to beat up his other identity's adopted daughter. Even though Fink had kept his secret from Venomous and stayed away from Shadowy as he told her to, he was still actively, gleefully urging K.O. to hurt her, making it very clear just how separate of a person he is from Venomous and truly doesn't care about the people that Venomous does.

The K.O. Trap

  • K.O., Rad, and Enid are trapped in a room with no discernible exit. They eventually find a button that seems to open a door, only for it to activate a trap that seemingly melts Rad and Enid into green goo.
  • It turns out that Rad and Enid were just clones made by Professor Venomous. He trapped the three heroes in separate rooms and made each of them think their friends were dead. He even pulls this a second time on K.O. after he escapes. This was all done specifically so he could mentally break them.
    • The worst part: the clones were completely sentient, had all the original's memories, and apparently even had souls.

Big Reveal

  • We get retroactive ones for previous episodes based on The Reveal in this one that Professor Venomous was once Laserblast, and therefore is K.O.'s father, plus Word of God that Venomous has known this since shortly after the events of "We're Captured" (when he looked into K.O. after the incident there and found this out). Remember some of the worst things that PV has done to the heroes: Siccing an enhanced Darrell and Fink on them in "All in the Villainy"? Giving them a virus to make them sick, then siccing an enhanced Ernesto on them in "Rad's Alien Sickness"? Trapping them in separate rooms and making them think their friends had died (and doing this to K.O. twice) in "The K.O. Trap"? He was knowingly doing all of this to his own biological son, and not only feeling no remorse for it, but outright enjoying it. Talk about Abusive Parents.

Let's Get Shadowy

  • While finding out that Professor Venomous is Shadowy Figure isn't that shocking, the episode's other reveal is: not even Venomous himself knew he was Shadowy Figure, because the latter is a Split Personality created when Venomous experimented on himself to get his powers back. Fink knew about it, but Shadowy threatened to take over for good if she told anyone. And then immediately after this revelation, Shadowy does take over and starts going after K.O. and Fink.


  • K.O.'s act of trying to suppress T.K.O. backfires when K.O. crosses the Despair Event Horizon, allowing a bitter T.K.O. to banish him and take over.
  • Two words: SHADOWY. VENOMOUS. Especially because, while he claims that he's a Split-Personality Merge between Professor Venomous and Shadowy Figure, pretty much everything about him (his appearance, voice, dialogue, personality, and Boss Subtitles) heavily suggest that he's really just Shadowy Figure having performed a Split-Personality Takeover on Venomous, and their "agreement" was that Venomous allowed this in order to gain power. So basically, Shadowy Figure—who was already very strong—has become even more powerful.

Dendy's Video Channel

  • Shadowy Venomous and T.K.O. have been going on regular rampages since teaming up, with Rad, Enid, Carol, and Mr. Gar all barely able to hold it together because they lost K.O.

Let's Fight To The End

  • Sure, Powio's death is mainly played for laughs, but here's the thing: he's in the equivalent of Hell now. There's a confirmation of a heaven and hell in a kid's show.


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