Episode:Rejoice! I Am Ultimo, Thy Deliverer

This article is written from the Real World perspective

◄ "Rejoice! I Am Ultimo, Thy Deliverer" ►
Series	Iron Man
Release Date	October 1, 1994
Season Number	2 of 13
Episode Number	2 of 26
Writer	Ted Pedersen Francis Moss Ron Friedman Stan Lee
70 images

Mandarin wakes up a sleeping giant of unimaginable power and intends to use it to take over the world. Unfortunately, he loses control and it goes on its own thousand year-old mission of destruction. Things look grim when even Iron Man and his team are unable to do anything to stop Ultimo's deadly quest.

Story

It's a dark and stormy night. Lightning streaks across the sky over the ocean.

A ship moves across the open waters past the nearby rocks. The name Hammer Manta Ray is painted alongside its red hull.

MODOK tells the dry dock to open. Large doors in the side of the cliff face open up. The Manta Ray enters.

The ship slows to a stop inside. Outside lightning illuminates the large structure inside. Mandarin stands atop the ship in the control center as the thunder roars.

The ship finally comes to a complete stop. MODOK orders the sea gates closed and the massive doors shut. Water is drained from the dock making it dry.

Mandarin walks over to MODOK and Justin Hammer, who are sitting at the computer consoles, and asks about their situation. MODOK says he is scanning their cargo.

The image of the cargo appears on the screen. It is a massive humanoid figure wrapped in clothes that stretches almost the entire length of the ship.

Mandarin pushes the two out of the way telling Justin that it is magnificent. Justin wipes his head with a handkerchief saying he doesn't like as it is too unpredictable. Mandarin retorts that he is as well, and states there is no certainty in this case.

Mandarin rushes past the two ordering them to open the hull. Mandarin points out that he found this alien artifact sealed inside an extinct volcano in Latin America.

A massive arm lifts the ship onto its end. The doors open revealing the massive humanoid shape. Another arm moves forward.

Mandarin claims that its origin and purpose has been lost in the dust of civilizations long dead. The second arm carries the artifact forward through the facility. Hammer repeats that he doesn't believe it wise to bring the artifact there. He explains that they do not know what it will do when it is activated.

MODOK wonders if it can be activated. He looks at a monitor showing a scan of a metallic skeleton-like head. he explains that the language stored in its database is bizarre. He claims the operating code is unbreakable.

Mandarin grows angry saying he brought it there to serve them. He MODOK cannot awaken it then he will.

Mandarin fires a beam from one of his rings into the sky. It hits the clouds and is struck by lightning. The beam is then redirected back at the artifact. The beam strikes the artifact and explosions go off all around it.

As the smoke clears, the bandages are in tatters revealing a large robot that is still smoking. MODOK claims that the automaton did not respond and Mandarin failed.

Mandarin fires another blast from his rings saying he shall make it live. The blast hits the robot but still it remains unresponsive. MODOK is amazed that the powers of the rings are not affecting it.

Justin becomes annoyed saying it cost him a fortune to bring it there. He moves over to a console saying it might be worth something if he cuts it up and sells it for scrap. He pushes buttons on the console.

Two small robots turn on and roll forward. They move around the large robot's feet and begin welding it. Suddenly the large robot's eyes glow red.

Mandarin calls it a success.

The robot looks down at the two welders. It fires beams out of its nose at one robot. The beams begin melting the welder. It then redirects the beam to the other welder destroying that one as well.

The robot calls itself Ultimo telling them to rejoice for it is their deliverer. It walks forward stomping its way to the window to see Mandarin.

Mandarin introduces himself saying he is Ultimo's new lord and master. He steps forward ordering the robot to obey and serve him holding up his rings causing them to glow.

He fires a beam at Ultimo who opens its mouth. However, he is shocked and tries to pulls his arm away. He claims it is impossible that anything could absorb the power of his hypnotic ring jewel.

Ultimo stops absorbing and fires a blast from its mouth at the wall. It blows a massive hole in the side opening to the storm beyond.

The three watch from the broken window. Mandarin claims it is magnificent and he will not rest until Ultimo is under his command. Justin watches him in horror.

Ultimo steps through the hole into the waters beyond telling whoever in range to rejoice. Mandarin orders MODOK to get the Sky Saucer as he does not want to lose it.

Justin watches the robot leave through the wreckage of his facility.

Elsewhere, a seagull flies over the water past a tugboat and nearby dock.

On the dock, a man lies sleeping with a Fantastic Four comic book on his head. A loud thud makes the comic drop down. The man wakes and grabs it as more thuds become louder.

He turns to see a massive shape coming out of the water towards him. He falls out of his chair and screams as a massive shadow passes over him.

Ultimo's foot comes down on top of him. The man quickly runs out of the way as the foot destroys the entire dock and his ship. The man speaks in Italian as Ultimo stomps towards a city calling itself their deliverer.

Elsewhere, small ships sit in a bay along with a yacht called the Iron Maiden.

On board, a formal party is going on. Tony Stark is chatting with a woman while dozens of people stand around talking. The woman leaves and he waves her off as a waiter walks by holding a tray of drinks and food.

Just then, a large bearded man approaches Tony speaking Italian. James Rhodes walks up and excuses himself then whispers in Tony's ear.

Tony excuses himself to the group saying he will be back and tells the others to talk amongst themselves.

Tony and Rhodey walk past a library with a strange art piece in it. They go into a large computer room and walk up to the monitors.

Rhodey explains that satellite security flagged a news transmission from Baja California. He explains that it hasn't been yet cleared for broadcast.

Tony turns on a monitor and it shows an elderly couple, the man holding a camcorder and camera. The man says it was an exciting adventure and they got it on their video camera.

The footage changes to the woman standing in the desert. Ultimo stomps past it causing her to run. She thinks it was from a new George Lucas movie, like a 3D model.

Rhodey asks Tony if it was a publicity stunt. Tony says it isn't and the robot is real. Tony activates a remote that quickly scans the footage.

Tony then notes that the cloud seen behind Ultimo is not real, the footage shows a cloud staying steadily behind the robot. Tony zooms in on it and Rhodey is shocked to see the Sky Saucer inside.

Tony turns and grabs his briefcase. Rhodey wonders why Tony won't let him handle it. The briefcase turns into the Iron Man armor. Tony explains he needs Iron Man's scientific tools to examine the "mechanical man."

Tony steps inside and the suit closes around him. As the chest piece closes over him he claims that is all there is to it, then asks that Rhodey tend to their guests.

The armor's belt snaps close and Tony puts on the helmet. Rhodey says he hates making small talk saying he is not a party animal. He says its tough to be charming. Iron Man finishes armoring up.

In another room, a door opens and the two enter. Iron Man orders the exit port to open and a hole appears in the bottom.

Iron Man leaps in and orders his life support to adapt for short-term underwater capability. Iron Man swims away.

Back at the party, Rhodey approaches Itzhak and asks about the Cowboys.

In the skies, Iron Man tells his onboard navigation to direct him to Baja California.

In Baja California, a small village sits in the desert. In the center of town near a fountain, two people watch over a flock of sheep.

Outside the town, Ultimo approaches once more calling itself their deliverer. A huge cloud of dust is stirred up behind it.

Ultimo storms its way through a building. The two and their flock run from the fountain screaming as Ultimo's foot crashes down on it.

People and their pets run screaming from Ultimo as it storms down the street. The robot stops and turns towards the town then continues walking on.

The people watch Ultimo stomp away hiding behind rocks and a cactus.

In the saucer, Mandarin orders MODOK to get them closer. The saucer flies down.

In the ship, MODOK notes that Ultimo walks as if it had somewhere to go and theorizes it is a mysterious rendezvous. Mandarin claims it is obvious since it was put there by an alien race for some purpose. He claims it is only carrying out that purpose, but that will have to wait.

He lifts up a large belt-like device. He says that when this occipital template is attached to the base of Ultimo's skull he will reprogram it.

Mandarin once more orders MODOK closer. The saucer dips down and Mandarin drops down on a platform underneath. He drops the template and uses his ring to move it towards Ultimo.

The template attaches to Ultimo and begins flashing. Ultimo suddenly stops and falls to its knees.

Mandarin claims it is now his servant. MODOK congratulates him then asks what to do about "him" and points up.

Mandarin follows and sees Iron Man approaching. Mandarin tells Ultimo that Iron Man is his enemy. As Iron Man flies down, Ultimo grabs him.

Ultimo tells him to rejoice. Iron Man retorts that he will later but now he must get free. He struggles to push himself out of Ultimo's grip. He finally manages to open Ultimo's hand. Ultimo punches the hero knocking him into the rocks.

As Iron Man struggles to stand, Ultimo stomps towards him. He notes how something so large moves so fast. He flies up but Ultimo slams its fists down knocking him back to the ground.

MODOK tells Ultimo to crush Iron Man like a grape. Ultimo lifts its foot and brings it down. Just before it crushes him, Mandarin orders it to stop.

Ultimo sets its foot down and Mandarin orders Ultimo to bring the hero to him. Ultimo reaches down and picks up the hero then sets him on the platform.

Ultimo then wanders away. Mandarin orders him to stop as it can only where where he commands. Mandarin fires his rings as the template and Ultimo stops.

Mandarin then tells MODOK to return them to his palace with their new guest.

Later, Rhodey is at a computer console looking at a map. He explains that they lost contact with Iron Man twenty minutes ago. The archer, spider woman, and Century walk up.

The archer tells them all to move their butts. The witch retorts that they need a destination and Baja California is a big area.

The spider woman notes a transmission coming in. They turn to see a news broadcast of two soldiers holding a third.

The newscaster explains that the military deserter was apprehended in Baja California. The footage shows the man struggling against the other two before being taken away.

It cuts to the newscaster for Hard News on Channel 12. He explains that the man claimed he wasn't deserting but running from a gigantic creature carrying what appeared to be a man-sized robot. According to the newscaster, the man said the robot called itself Ultimo.

The team listens in and is shocked to hear the name. Hawkeye decides that Iron Man is in trouble and rushes off to rescue him.

Century stops him by saying there's another encoded broadcast from an intelligence satellite. The monitor shows Ultimo storming across the desert.

The spider woman notes that the robot is Ultimo and wonders where it is going. She notes there is nothing in that part of the desert.

Rhodey retorts she is wrong, there is the Stark Enterprises secret experimental test range. He theorizes that if Ultimo got into their vibranium ammo dump he would blow a hole through the planet.

Rhodey tells the archer, Hawkeye, that now they move their butts. However, he tells Century to find Iron Man.

Century explains that his transcendental being, like all souls, is like a fixed star within the matrix of infinity. He holds his battle ax up and it begins to glow with images of planets.

He claims that once he finds Iron Man's being he can locate Iron Man anywhere in time and space. The glow of the ax becomes too much so Hawkeye and the witch shield their eyes. Century bids them farewell.

With him gone, Rhodey stands in his War Machine armor. He orders the computer for sky access. A hatch in the roof opens up.

War Machine flies out. Hawkeye follows on his hover motorcycle. The hatch closes behind them.

The witch and spider woman stand on chairs that move into position. A jet assembles around them. The jet lifts off and rockets forward leaving a room filled with smoke.

Meanwhile, Ultimo continues its march across the desert.

War Machine and the others fly through the air.

Ultimo continues stomping past a small tower.

In his palace, Mandarin claims that once Stark's robots are in his possession, he will give them to Justin Hammer to sell to the highest bidder. MODOK wonders why he won't just keep them for himself.

Mandarin explains he will implant them with a control microchip and will serve him when the time comes. Mandarin stands saying that in the meantime they will be an excellent source of revenue.

Mandarin walks over to a console and fires his ring at it. He says he will soon find out who "wears Iron Man's skin" and learn the secrets of the armor. He looks over to see the hero hovering above the ground in some kind of energy field.

He explains the Cyber Rack will pull and twist the armor apart at the joints. Iron Man begins thrashing around. Mandarin claims that whoever is inside will pop out like a ripe chestnut.

Mandarin watches noting that the armor is stronger than he thought. He wonders if heat will encourage whoever is inside to be less stubborn and fires his ring at Iron Man. The hero continues thrashing about.

Meanwhile, two guards stand outside a bunker and are shocked when Ultimo walks up to them. They aim their rifles and fire. However, the rounds do nothing against Ultimo's skin.

Ultimo brings its foot down on the bunker. The two guards run as the building is crushed.

War Machine orders the others to attack. Hawkeye flies up and readies his bow and an arrow agreeing with the order. War Machine fires his energy blasts while Hawkeye lets the arrow loose.

The blasts do nothing. The arrow explodes but when the smoke clears Ultimo is still standing there growling. He backhands Hawkeye's motorcycle causing him to lose control. Hawkeye regains control and flies forward.

In the jet, the spider woman fires two missiles. They detonate at Ultimo's feet but it keeps walking forward.

War Machine fires two energy blasts as he flies forward.

In the lair, MODOK tells Ultimo to turn to sweep them out of the sky. War Machine flies around Ultimo who tries to grab him. He flies over and down again but Ultimo punches him. MODOK cheers him on.

War Machine falls and crashes into the ground near the remaining bunkers. He stands and sees Ultimo stomping past him. He wonders if he can get his attention again.

War Machine fires hitting the template. Ultimo stops as energy courses through its body.

In the lair, energy feedback knocks MODOK back across the room.

Back in the desert, he template falls off. Ultimo turns to see War Machine and raises its fist to attack but lowers it.

It stomps away once more calling itself the deliverer. Hawkeye hovers down wondering why it stopped trashing them. War Machine doesn't know.

The jet lands behind War Machine as he orders Hawkeye to follow and keep him informed of Ultimo's whereabouts. Hawkeye lifts off wondering where they are going. War Machine explains they are returning to the armory to rearm.

He says that the next time they fight Ultimo they have to win. War Machine lifts off and flies into the air.

At the lair, MODOK is grunting in pain as his body still smokes. He watches footage of Ultimo on a monitor noting that the template is gone. He realizes that without it Ultimo is free to fulfilled its unknown mission.

Meanwhile, Iron Man still struggles through the pain to fight the energy field. Mandarin orders him to find Ultimo at once. He notes that whatever alien source is drawing Ultimo he needs to have it.

MODOK floats over sniffing the air noting that it smells like barbecue in there. He then asks about Iron Man. Mandarin claims he can wait and fires a ring at a console.

The console and much of the room explodes. Mandarin and MODOK run to the door. Mandarin claims that whoever or whatever was inside has expired by now.

Iron Man lies smoking and motionless underneath debris.

Later, Iron Man struggles to move the debris off of him. He struggles through the pain. He tries to push but only manages to slightly budge it.

Green energy suddenly fills the room. Iron Man looks up and asks Century how he found him. Century steps forward saying it was through the infinity matrix.

Century kneels next to Iron Man explaining that it weakened him, but he knew Iron Man was in great pain. He touches Iron Man's forward causing the armored hero to glow. He says this will heal him.

Century then collapses to the ground. With renewed strength, Iron Man lifts off the debris and tosses it aside. He thanks his old friend noting that the effort left him in suspended animation.

He crouches down and picks up Century. He hopes it won't last too long and flies up. The two escape out the top of a castle and fly into the air.

Back at the armory, Rhodey, the witch, and spider woman are watching Ultimo on the monitor. Rhodey claims Ultimo is "something else" and that he thought they could handle it without Iron Man.

The witch comforts him telling him that he is too hard on himself and saying he did his best. Rhodey grimaces saying that trying isn't good enough. Just then, Iron Man's voice tells them to keep trying.

They turn to see Iron Man holding Century. Rhodey is glad that he is safe. Iron Man walks forward and the spider woman begins to say she was worried but corrects herself to say they all were. She asks if he is alright.

Iron Man says he is thanks to Century. Century then looks up saying they must not stand around while Ultimo is loose. He claims they must locate him.

Hawkeye hears him over the communicator. He explains that their "humongous friend" seems to be heading for the Sacred Sands so they had better find an off button.

Ultimo stomps through a parking lot crushing a car. People run screaming.

Iron Man realizes that Ultimo is a highly evolved automaton. He theorizes that if someone turned it on they can turn it off.

He orders them to join Hawkeye in slowing Ultimo down before it completes whatever its mission is. Rhodey promises not to let him down again. Iron Man replies that he never lets him down.

He then addresses the witch, Wanda. The spider woman wonders if she can stay as well. He tells her, Julia, not this time as it is the one time Scarlet Witch's gifts are more useful than hers.

Scarlet Witch smiles while Julia grimaces.

In the desert, Ultimo roars as smoke rises around it. Its eyes glow red and then it looks down firing beams to the ground.

The beams form circles that then rise up around it on rainbow-colored columns. Ultimo's entire body glows red as it raises its fist into the air.

War Machine watches him as Hawkeye flies up joking that this must be why the place is called Sacred Sands. War Machine wonders what it is doing. Hawkeye jokes that since it is a New Age kind of place maybe he is doing performance art.

Suddenly the ground underneath Ultimo begins tearing itself apart. Julia and Century run forward and she notes that it is causing an earthquake.

As they run, an enormous crack spreads across the desert floor. Century claims that Ultimo is tapping into the core of the planet. He explains that the energy it unleashes will disrupt the forces of nature. He claims that if they do not stop it the Earth will disintegrate.

War Machine flies down telling them to do something, anything to slow it down. Century agrees saying they need to give time for Iron Man to find a solution.

Century tosses his ax at Ultimo. It hits the robot square in the back knocking it forward. Ultimo turns, unphased, and walks towards his attacker.

The ax flies back to Century, who notes that the robot's power is limitless, and grabs the ax.

Julia walks up behind him and fires into the air. A net forms that flies towards Ultimo. The robot looks down and blasts the net.

Ultimo looms down over the two heroes who run. However, Julia falls and Ultimo crouches down reaching for her. She cries out as Ultimo picks her up and she demands to be let go.

Century stops the others saying that if they attack Ultimo will crush Spider-Woman. War Machine and Hawkeye hover behind them.

Above, the saucer flies through the sky. Mandarin sees War Machine and realizes that Iron Man's lackeys are there. MODOK wonders if they should attack, but Mandarin claims it is not necessary. He claims they are no match for Ultimo.

Mandarin then states that, more importantly, it is clear that Ultimo's ancient program is causing it to drain energy from the planet's core. He watches as Spider-Woman struggles in Ultimo's grasp.

Back in his lab, Iron Man explains to Scarlet Witch he cannot crack Ultimo's alien date code by the normal methods. The two look at a projection of the robot. He asks what her hex powers tell her.

She tells him that they must look beyond what is and into what might be: the mystical and irrational. She begins chanting and approaches the hologram. She asks unlock Ultimo's secrets and mystery. She asks to reveal to nexus of control.

Iron Man runs over to a console and begins scanning and finds something. Scarlet Witch says he found the control prime. The console goes underneath the layers of Ultimo into its inner circuitry.

Iron Man realizes that Ultimo's master switch is through a doorway into another dimension. Scarlet Witch tells him they must turn it off before it destroys their world. Iron Man agrees, but says it will be a long shot and he knows just who can pull it off.

Back in the desert, Hawkeye notes that fighting a stainless steel King Kong was bad enough but now they have to fight Genghis Khan Junior. He runs up and joins the others as they look up at Ultimo holding Spider-Woman.

War Machine shouts to hang on and she says she is. She claims that as Mandarin gets closer Ultimo squeezes tighter. She says she doesn't have that much left to squeeze.

Just then, Iron Man lands with Scarlet Witch. He tells Spider-Woman to have courage. Century asks if they found a way to stop Ultimo. He holds up an arrow saying he has but they will need their best marksman to deliver the intra-dimensional dart on target.

He explains to Hawkeye that he will only have one shot and to make it count. He hands over the arrow and Hawkeye says to just show him the bullseye. Hawkeye reaches behind him and grabs a shaft to attach the arrow.

Meanwhile, Spider-Woman continues groaning in agony. She tells Iron Man to hurry as she cannot breathe.

Iron Man tells War Machine that it will take both of them to open the cosmic window for Hawkeye's shot. War Machine retorts that he hasn't been very effective up to this point and may need another partner.

Iron Man holds up his fist saying he wouldn't trust anyone else with this. War Machine gives him a fist bump and agrees.

The two fly into the sky. They fly straight towards Ultimo and circle around it. Ultimo tries to follow but they fly too fast for it.

In his lair, Mandarin and MODOK watch on the monitors. Mandarin claims that it is impossible for Iron Man to be alive since he roasted him. The monitors show the two armored heroes circling faster and faster until they become a blur.

MODOK retorts that he must have needed more cooking time.

In the desert, Iron Man and War Machine keep circling around Ultimo. He tells Hawkeye to be ready. Suddenly, a bright light appears before Ultimo and Iron Man tells him to fire immediately.

Hawkeye raises the arrow and fires.

MODOK watches and orders Ultimo to block the arrow.

The arrow lands and explodes. Ultimo groans and drops Spider-Woman. Iron Man flies down and snatches her out of the air.

Ultimo stumbles around as the saucer comes closer. MODOK claims they are doomed. Mandarin retorts that he is never doomed. He fires his ring.

Outside the saucer, Ultimo is on the ground unmoving. Suddenly the saucer turns into a digging machine. MODOK notes that they have been converted into an earth borer and can reclaim Ultimo later.

The borer digs deep into the ground. Mandarin claims that one day Ultimo's power will be his.

On the surface, Ultimo finally powers down and its body still steams. Iron Man and his team run up to the robot. Iron Man notes how the mighty have fallen.

He orders Spider-Woman to head the removal party and Stark helicopters are on the way to transport the robot to a secure holding lab. He congratulates the rest of them and says they can go home.

Later, Tony and Rhodey are in their civilian suits again. Rhodey is upset at another party. He reminds Tony that he hates these things and pulls at his bow tie. Tony claims they come with the job.

A group of people approach. Rhodey begs him not to leave him alone this time. As they near, Tony says he won't because this is his party. Rhodey wonders for what as a man shakes his hand and a and is surprised when a woman kisses him on the cheek.

As the guests move on Rhodey wonders what this is for. Tony explains that this is his way of showing how much he means to Stark Enterprises and how much he values his friendship. He points to a sign saying "THANKS JIM!" above the food.

Tony pats him on the back and pushes him into the crowd. Rhodey walks to a group of guests.

Inside, Tony approaches a rolltop desk. He activates it and it rolls up revealing a monitor inside. He turns it on seeing a picture of Spider-Woman. He asks her for a status.

In some lab, Ultimo lies on a table with machinery above it. She claims that Ultimo is safely on ice and should no longer be a problem.

He tells her to change into something more comfortable and join the party. She gives him the okay sign and says she is on her way.

Spider-Woman walks past Ultimo's massive head, down the hall, and out the door. It slides shuts after she's gone.

Ultimo lies still on the table in the darkness. Suddenly, the eyes glow red again.

Quotes

"Magnificent, isn't it, my dear Hammer."
"I don't like it. It's too unpredictable."
"But you are not. You want certainty, and there is none in this case."

-Mandarin and Justin Hammer

"I shall make it live."
"Incredible. Even the power of his rings didn't move it."

-Mandarin and MODOK

"Rejoice! I am Ultimo, thy deliverer!"
"And I am the Mandarin, thy new lord and master. Obey me and serve my will."

-Ultimo, only line, recurring and Mandarin

"What an exciting vacation. We got it on our video camera."
"Well, we think it was from a new George Lucas movie. You know, one of those 3D computer models or something."

-Elderly Couple

"Why won't you let me handle it?"
"Because I need Iron Man's scientific tools to evaluate our strange mechanical man. That's all there is to it. Now please, tend to our guests."
"I hate making small talk, Tone. You know I'm not a party animal. It's so tough to be charming."

-James Rhodes and Tony Stark

"Yo, Itzhak! How about those Cowboys, huh?"

-James Rhodes

"Rejoice! I am Ultimo."
"I'll rejoice later. First, I must get free."

-Ultimo and Iron Man

"Alright, that tears it. The Big Iron's in big trouble. I'm outta here."

-Hawkeye

"Iron Man's transcendental being, like all souls, is a fixed star within the matrix of infinity. Once I find it, I can locate Iron Man anywhere in time and space."

-Century

"Pain...heat...I will resist."

-Iron Man

"COMMENCE ATTACK!"
"That's my kind of order, W.M."

-War Machine and Hawkeye

"Ultimo is something else. I thought we could handle him without Iron Man."
"Don't be too hard on yourself, Jimmy, darling. You tried your best."
"Trying isn't good enough."
"Then we try, try, and try again."

-James Rhodes, Scarlet Witch, and Iron Man

"I was so...We were worried."

-Spider-Woman

"Now I know why they call this place the Sacred Sands."
"What do you think he's up to?"
"This is a New Age kind of place. Maybe the guy is into performance art."

-Hawkeye and War Machine

"What do your hex powers tell you?"
"We must look beyond what is, to what might be, into the mystical, the irrational."

-Iron Man and Scarlet Witch

"Fighting a stainless-steel King Kong was bad enough, now we got Genghis Khan Junior in the game."

-Hawkeye

"How the mighty have fallen."

-Iron Man

"No! Not another party. You know I hate these things!"
"Comes with the job, Jimbo."
"Please, whatever you do, don't cut out and leave me alone this time."
"I won't. This is your party."
"For what?"
"My way of showing you how much Stark Enterprises values your services, and how much I value your friendship. Enjoy."

-James Rhodes and Tony Stark

"Ultimo is safely on ice and should present no furthur problems."
"Then change into something more comfortable and join the party."
"On my way, boss."

-Spider-Woman and Tony Stark

Trivia

• The powers Mandarin's rings displays in this episode are lightning redirection, computer control, and Sky Saucer transformation.
• There are a number of similarities between Ultimo and Frankenstein's Monster.
  • Ultimo is introduced being wrapped in bandages. The monster wasn't originally shown wrapped in bandages but has been in recent years, like on The Monster of Frankenstein and the Fantastic Four episode "Incursion of the Skrulls".
  • Both are brought back to life with lightning. Again, this wasn't originally part of the Mary Shelley story but has become a major icon of the mythos.
  • Both turn against their "masters" to terrorize others.

• The Fantastic Four comic book appears to feature the Fantastic Four #1 cover with the Fantastic Four fighting Giganto. It would also be a reference to the fact that Ron Friedman was making this and Fantastic Four at the same time, both airing as part of The Marvel Action Hour. Similarly, the Fantastic Four episode "The Silver Surfer and the Coming of Galactus, Part One" features an Iron Man cartoon. Since both series exists in the same universe, both teams inspired their own media seen by the other. Coincidentally, the Iron Man cartoon on the other series features Ultimo.

• Tony has a yacht called the Iron Maiden. In the comics, Iron Maiden is an armored Russian supervillain who tried to kill Black Widow. It is also the name of various alternate universe versions of Tony who are female. In reality, it comes from a torture and execution device.
• Tony first sees Ultimo on a video footage. In the first episode of The Avengers: Earth's Mightiest Heroes, "Iron Man is Born", the first scene is video footage of Iron Man fighting a giant robot that is thought to be Ultimo.
• "Liebchen", Scarlet Witch's word for Hawkeye, means someone who is very dear to another.
• Heat was used by the "Mandarin" to get Rhodey to leave his armor in Iron Man 3.
• After Century rescues Iron Man, for some reason there is a test pattern on a wall next to the monitor showing Ultimo.
• Hawkeye says to show him the bullseye. Bullseye is a comic character who has yet to appear in animation. Like Hawkeye, he is a highly skilled marksman who rarely misses. He's a villain to Daredevil and once joined Norman Osborn's Dark Avengers as Hawkeye.
• Ultimo says the line "Rejoice! I am Ultimo, thy deliverer" in its entirety five times. It says it partially said seven times. It never says the entire thing while under Mandarin's commands, specifically it never says "Thy deliverer."

• Tony has roses at the party at the end.

Goofs

• The sound effect of the water leaving the dry dock is a slight trickle when it should be considerably larger for a container ship dock.
• When Ultimo destroys the dock the glow of its eyes is animated too high, appearing on its eyebrows.
• Ultimo is supposed to be storm Baja California, yet the man on the shore is speaking Italian and he is clearly not part of the next scene that actually is meant to be Italy.
• Despite its massive size, Ultimo leaves no footprints.
• Clearly reused animation, Tony goes from wearing a tuxedo to a tan business suit when he suits up.
• When Tony suits up, Rhodey's voice actor noticeably changes from James Avery to Jim Cummings.
• Iron Man adapts his suit for underwater while jumping in rather than before.

• When approaching the village, Ultimo is in a shadow, but there is nothing big enough around to shade it.
• When Mandarin explains the occipital template, the sky animation behind him noticeably skips.
• The map Rhodey looks at after Iron Man's capture is nothing like Baja California, looking vaguely like Europe more than anything else.
• For the brief time Ultimo was carrying Iron Man there was no one around to see let alone the "deserter".
• While Iron Man could be considered a robot by those who don't know, Ultimo is clearly a robot not a creature. The newscaster's dialogue implies that Iron Man, the robot being carried, said he was Ultimo.
• While listening to the broadcast on Ultimo, Scarlet Witch's cleavage is drawn wrong.
• After Force Works leaves, Ultimo is not colored at the top of the screen as it walks forward.

• After losing the template, Tony's mouth is seen through the helmet and is never seen at any other time.
• After losing the template, Mandarin orders MODOK to find Ultimo. However, MODOK is still watching the robot on the monitors so something is clearly following and showing the footage.
• There's no reason at all for Mandarin to destroy his own facility and computers, especially if he believes Iron Man is already dead.
• Iron Man should have clearly realized where Mandarin's palace is yet does nothing about it in regards to future episodes.
• The only real place called Sacred Sands that would be relevant to the episode's location is a luxury resort outside of Joshua Tree National Park in Southern California. The problem here is that first, Sacred Sands is too small a place to note it as the destination when it would be more appropriate to note the nearby town of Yucca Valley or the National Park; and second, there are numerous towns and city between the Baja California-California border and Sacred Sands whose endangerment is completely ignored.
• Century throws his ax straight at Ultimo but in the next shot it is spinning around.
• Ultimo reacts to being hit by the ax before it hits.
• After Force Works sees the Sky Saucer, the sky animation noticeably jumps.
• While scanning Ultimo, Scarlet Witch is shown at a dutch angle (the camera is set an an angle not parallel to the ground) but the background is normal.

• Tony does "hunt and peck" typing as Scarlet Witch analyzes Ultimo, something no technology expert would do because it is slow and the typer is unlikely to notice errors.
• Intra means inside so that Intra-Dimensional would be within a single dimension. Since the arrow is going from one dimension to another it should be Inter-Dimensional.
• Iron Man and War Machine would not be able to handle the g-forces from flying around Ultimo at that speed.
• When the arrow lands Iron Man, War Machine, and the cosmic window are missing.
• Rhodey should have seen the sign for him before Tony pointed it out.

Continuity

• The first time Mandarin and Justin Hammer are seen together.
• First appearance of Ultimo.

• Luciano Pavarotti is only named in the credits.
• First mention of vibranium.
• Hawkeye is named.
• Mandarin says he will find out who "wears Iron Man's skin." He won't actually find out until "Hands of the Mandarin, Part One".
• Scarlet Witch is named and her first name is revealed.
• Spider-Woman is named and her first name is revealed.

• The first indication of the rivalry between Spider-Woman and Scarlet Witch over Iron Man's attention. This would last through "The Wedding of Iron Man" when he faked a marriage to Julia. In "The Beast Within", Wanda would leave the team while Julia stays becoming his girlfriend throughout the second season.
• It's fitting that Spider-Woman is the one examining Ultimo as she would later be revealed as the Vice President in charge of Research and Development at Stark Enterprises.
• Force Works still isn't named.
• Ultimo next appears in "Iron Man, On the Inside".

Cast

Main Actor	Role(s)
Robert Hays	Tony Stark/Iron Man Charter Boat Captain
James Avery	Jim Rhodes/War Machine
Ed Gilbert	The Mandarin Ultimo
Jim Cummings	Modok Luciano Pavarotti
Tony Steedman	Justin Hammer
James Warwick	Century Sam Jaggers
John Reilly	Clint/Hawkeye Vacationing Man
Casey DeFranco	Julia Carpenter/Spider-Woman Shepherd Girl Vacationing Woman
Katherine Moffat	Wanda Frank/Scarlet Witch

Unstated in the episode, Sam Jaggers is the newscaster.

Background

Ultimo's origin here is a combination of the original and retconned origin. In his first appearance in Tales of Suspense #76, Mandarin claims to have created Ultimo as his greatest creation. Ultimo then attacked a group of Chinese soldiers. Iron Man lured Ultimo into the volcano that initially powered it and it became trapped in the lava. It was later issues that revealed Mandarin had merely found Ultimo and reprogrammed it. It was a doomsday weapon from an alien species to ensure mutual destruction with their enemies, but had not heard from them in thousands of years.

The title comes from Ultimo's recurring line.

Aired on October 1st, 1994, the same day as the Fantastic Four episode "The Origin of the Fantastic Four, Part Two".

The episode was adapted into Marvel Action Hour: Iron Man #3.

Reaction

"Amazing Spidey" of Marvel Animation Age claimed that while the first season of Iron Man was bad, it wasn't quite as bad as the first season of Fantastic Four. He said that for the first time in all the episodes of all the websites he's done he has never fallen asleep during one like he did during this one. "There's not really a whole lot to say about this episode. He shouts "Rejoice! I Am Ultimo, They Deliverer!" at least 3425 times (one of which woke me up! How inconsiderate!) And nearly kills Julia. We see Wanda actually [prove] to be something similar to useful. But overall? Another crap episode. [Two] episodes in, and it wasn't looking pretty..."

The episode has a 5.8 on the Internet Movie Database.

External Links

• Marvel Animated Age
• Internet Movie Database
• Marvel Database