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With the help of an inside source, the Joes infiltrate a Cobra stronghold where Mindbender and McCullen work together to produce the ultimate exo-armor weapon.

Detailed summary

Adam DeCobray hires James McCullen of M.A.R.S. Industries to work on a project to combine Dr. Mindbender's Bio-Vipers with his failed exo-armor suits. Meanwhile, the Joes infiltrate a Cobra stronghold after receiving information of DeCobray's plans from who they thought was Breaker's masked whistleblower. During the attempt, Mindbender reveals a deadly secret leading DeCobray to reveal himself as Cobra Commander. James McCullen becomes a "Destro" (estranged/alienated one) as he is forced to wear an iron mask as a symbol of his attempted betrayal and a mark of his servitude to Cobra.


Featured Characters

(Numbers indicate order of appearance.)

G.I. Joe Cobra M.A.R.S. Others

Featured Vehicles & Equipment

G.I. Joe Cobra
  • Exo-Armor
  • Weapons barge

Memorable quotes

"You knew Mindbender planned this attack!"
"Dr. Mindbender is part of the Cobra family. He tells me everything, especially the details of your extra-curricular activities."

--James McCullen and Cobra Commander

"You told me that if you lost MARS, you would become a..."
[anguished] "DESTRO!"

--Cobra Commander and the masked man formerly known as James McCullen

Other notes

Animation and/or technical glitches

  • None known.

Continuity errors

  • In the episode "Homecoming Part 2" Baroness calls James McCullen "Destro" whereas in this episode he explains what a "Destro" is but isn't one when he explains it.[1]
  • If Duke was outside how did he know the Iron Grenadiers and the Mecha-Vipers were shooting at each other?[2]

Miscellaneous trivia

  • First appearance: Iron Grenadiers, Mecha-Vipers, Serpentor
  • Scrap-Iron is looking much the worse for wear after his accident.[3]
  • James McCullen becomes Destro.
  • In "The Package," Breaker spouts a conspiracy theory that Cobra's ex-employees are eaten by a giant snake. In this episode, we find out he was right.

Real-world references

  • The Schuylkill River is near Philadelphia, placing this episode on the east coast.

G.I. Joe references

  • Serpentor is created by Dr. Mindbender just like in the Real American Hero continuities.
  • Like in the IDW continuity James McCullen and Dr. Mindbender are rivals.


  1. For more information, see G.I. Joe: Renegades (TV series)#Airing order.
  2. It's likely the other Joes told him as they escaped.
  3. "Rage"

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