Author's Note: Okay, the last one sucked, so I decided to delete it. What was I thinking? Anyway, here's a new one after months of not updating it. Enjoy everyone!

Legal junk: I don't own Megas XLR, but Cartoon Network does and Jody Schaeffer & George Krstic created it. But this fic belongs to me. Clear? Good.

Eps. 3: Magnanimous Strikes Back!


"You know, for a so-called 'Defender of Worlds' it's kinda ironic you guys can't even defend yourselves!" Magnanimous said as he laughed boastfully to the imprisoned S-Force team members. They were incased in a small confined cell with lasers to guard them from escaping.

The Red Leader Guy raised his pointing finger furiously at Magnanimous and yelled, "You won't keep us in this cell for so long, evil villain!"

"Yeah!" The Green Large Guy said enthusiastically as he stood up, "We will find a way to free ourselves from this!"

"And don't forget we have allies from across the universe to help us out!" continued the Black Force Guy.

"Prrtt Prreht preutt purt pleh pleht turtp!" said Jax, the Small Purple Guy.

"That's right, Jax!" said Duchess, the token Female Girl Force. "You show him whose boss!"

Magnanimous smirked, and chuckled snidely, "Well, you guys sure are an enthusiastic bunch. But let me say this to you guys first. You guys aren't the big fish that I want to catch. All of you are just the bait for the big fish that I'm reeling for."

"Bait?" said the Red Leader Guy as he shook his fist angrily, "You fiend! How dare you do this to us!"

"As we speak, I've sent him a very simple message even his primitive brain can interpret!"

Duchess gasped in shock, "You mean…"

"Yes!" Magnanimous pointed at them, "That barely evolved overweight ape Coop and his friends! Too long I've endured humiliation, threats and debts! If it wasn't for him, I'd still be stinking rich right now with all the cash that I've made in my gambling ring! I want revenge! I want revenge on the guy who's making my life miserable right now! His demise will be my gain!"

"You have overlooked one thing, Magnanimous!" The Red Leader Guy said, "You think Coop is that stupid to take the bait?" the S-Force then looked at each other, "We're doomed, aren't we?" Red Leader hung his head, saying it in defeat.

"Prrft." cursed Jax.

"Jax, please! Watch your mouth! That is so foul!" scolded Duchess.

II (Opening Theme)

After successfully probing his nose with his finger, Coop took the specimen out from his nostril and flicked it away, barely missing Jamie. He however, didn't notice the speeding projectile as it flew in front him as he was too preoccupied watching TV in front of him. Kiva however, was busy reading MEGAS' schematics so she could make some adjustments or modifications to make MEGAS stronger, better and more efficient.

Suddenly, the three of them heard a loud noise, as if it was coming closer and closer to them. It sounded mechanical and it was going at a very fast speed. Then there was a loud crash and a projectile the size of a punching bag landed violently in the basement where they were hanging out together. After the dust settled, the three of them went over to the newly created crater of the impact to inspect it. They were a bit stunned, but remained calm as they look at each other.

The projectile was actually a capsule. It then began to emit strange beeping noises and then vapor was discharged loudly from the openings of the capsule. The capsule then opened slowly, revealing a bulging camera lens. Light began to shine from the lens and projected an image in the air. It was a holograph recording of Magnanimous.

"Hey there, Earther scum." He greeted.

"Hey I thought he was dead." Coop replied back.

"Still busy as ever, I see?" Magmani… oh I give up. Let's call him Mag from this point on. Mag said to him. "Well, if you aren't entertaining your big fat gut right now, why don't ya head over to my place so we could strike some sort of a deal?"

"Forget it. I ain't dealing with you for anything!" Coop said back.

"I thought you would say that." He replied back. He then lifted his hand and motioned it to direct the cameraman and whispered, "Move to the right." And the camera panned right, "No, my right!" and the camera went to the opposite direction. What the shown image on the hologram greatly infuriated Coop, Jamie, and Kiva.

"Not Duchess!" Jamie screamed frightfully. The image show The S-Force trapped in a small cell with all sorts of weapons system targeting at them.

"Angry?" Mag said coolly, "I thought so. I was kinda hoping they'd put a good fight. Turns out they got their training from you! HAHAHAHAHA!"

Both Jamie and Kiva looked at Coop with an angry stare, as Coop looked at them back with a nervous, innocent gaze, "What?" he said innocently, "I thought my new training would work on them."

"Coop, your training consisted of feeding them beef jerky and pork rinds for one whole week." Jamie intoned. And there was a series of flashbacks where Coop trained them with the fine art of junk food eating.

"Yeah… well…" he stammered as he rubbed the back of his head.

Mag then continued, "If you wanna see your friends alive, then you gonna have to do some things for me. One – I want my fame and glory back. In do so you have to participate in a Royal Rumble match which I'm organizing in my Space Arena, but, you have to lose on purpose. Yeah, I know I've done this to you before but I've I'm giving it a second try. With all the creatures in the galaxy putting their faith on you it's going to generate me trillions after they see you lose! Two – all the proceeds of the match will go to me, obviously. With you on the job, the cash will be rolling in! And Three – I want that Robot of yours. I… kinda have grown fond of him."

That last thing surely didn't make Coop any happy, "No way! It's my robot man!"

"Uh, Coop. He can't hear you." Jamie replied. "It's just a recording."

"Screw up any of my proposals and rest assured your friends will meet their doom. And if you don't want to do it, there's going to be severe consequences about these friends of yours." Mag smiled maliciously. "So, how's it going to be, champ? The lost of your friends, or the lost of your robot?"

The Red Leader Guy shouted at Coop before the recording got cut off, "Don't listen to him, Coop! It's a tr—"

With anger in his eyes, Coop said to his friends, "We gotta help them out. No one messes with my dorky friends and gets away with it."


Coop drove MEGAS as fast as he could through space with his mind lingering about the safety of his friends. Kiva was the same too. Jamie on the other hand, reserved his concern only for Duchess. They arrived at the Mag's Space Arena as instructed by him, right on time. Still wary of Mag's deceit, Kiva promptly warned Coop, "Coop, be careful. Magnanimous is obviously planning something to destroy us. Be on guard, and keep alert at all times."

"Yeah, yeah." He replied back, "I know what I'm doing."

"Jeez, not that I'm putting your optimisms down," Jamie said, "Magmanee… Magmonamee… Meg… whatever his name is, survived the last time you gave him a major whoopin' Coop. Doesn't that concern you at least a little bit?"

"Hey, the big head, small dude… guy…" Coop tried to think up some words to describe Mag, but failed, "Is kinda like the Glorft. They'll come back for more even after I majorly owned them in a fight." He said, rather enthusiastically this time. MEGAS then landed on the surface and began to walk to the major dome in the center. There, Mag was waiting for him.

"Hey, you showed up." Mag greeted him, with a subtle mocking sound in it. "So you agree to do those three things for me?"

"Heck no!" Coop replied back angrily, "I'm here for my friends." MEGAS then went to ready stance. "Let them go."

"Well, you see Earther, I can't to do it just like that. You gonna have to do things for me before I release your funny looking friends. Look at the screen behind me." Mag then pushed a button on a remote control that he so conveniently put on his belt.

"And, if you call me right now," a sultry female voice said stimulatingly as she posed suggestively on the screen, "you'll get—"

Mag then quickly changed the channel, "Whoops! Hehe! I usually watch that after a hard's day work."

"Niceee…" Jamie said, nodding approvingly. Kiva was not pleased.

The screen then changed to a dark place where the S-Force was imprisoned. One light was shining on the floating laser cell with a gigantic wormhole of some sort down below. "You see Earther," Mag said, "If you don't do like what I told you, you can say to your dorky little friends goodbye, for they will travel across millions of dimensions and end up in some weird place that's so weird to them, they'd kill themselves. So what's it going to be champ?"

Coop contemplated thoroughly, as he put his hand on his goatee, stroking it.

"Coop, you can't give MEGAS to him." Kiva said, "This robot is the key to the liberation of the human race in future. We'll find some other way to help them up."

"WHAT?" Jamie exploded, "Don't listen to her, man! Just give MEGAS to him so I can save Duchess!"

But then, Coop finally made his decision, "All right, I'll play your little game. But don't expect me to like it."

Mag then smiled broadly.


"Welcome the new and improved Galactic Combat Championship Federation!" The enthusiastic declaration was accompanied by a thunderous applause from the stadium-full spectators. "I'm your host, Magnanimous and I'm here present to you the greatest match in the galaxy! Place your bets folks, and see who will win the Royal Rumble match between our reigning Champion – MEGAS!" again, the announcement was replied with a thunderous applause.

"I've bet my entire life savings on him!" said a random alien to another random alien sitting next to him.

In the midst of the thunderous applause, inside MEGAS things were different as Coop tried to keep himself calm. "You guys all set?" Coop said to Kiva through the monitor on his dashboard. Kiva was in the main building in search for the S-Force.

"Yeah, just keep Magnanimous and the crowd distracted so we can find the S-Force. If I'm caught any hope of saving them is impossible."

"Good thing we have your painting along so that Big Head Small Guy won't be suspecting us of having another plan to save Duches— I mean the S-force." Jamie said, as he pointed back with his thumb to a crudely drawn Kiva look-alike on a board as to fool Mag to think that she was with them all along. The painting was used for Coop's shooting training.

"You know, I really don't like that drawing." Kiva replied back, irritated. "I'm out." and the monitor fizzled with static and Coop began his Royal Rumble.

"All right!" Magnanimous said, "LLLLLLLLLEEEEEEEEETTTTTTTT'SSSSSSSSS GET READY TO RRRUUUUUUUUUUUUUMMMMMMMMBBBBBBBBBLLLLLEEEEEEEEEEEEEE!" The arena erupted with applause. The monitor in front of him sizzled a bit, and a group of menacing looking aliens appeared in it.

"Your plan better work Magnanimous or we will have your head in compensation of our previous services to you." a bounty hunter said.

"Hey, relax guys." Mag said to calm them down. "As soon as the cash starts to roll in, you guys will be paid handsomely." And the monitor shut off. "Suckers…" Mag said, smiling at himself.


While Coop was beating other opponent senselessly without much effort, Kiva made her way through the dim, claustrophobic hallways of Mag's Space Station/Arena. Following the S-Force's energy signal that she found on her wrist holo-projector, she hoped that their plan would work, since Jamie was nowhere near her and Coop was competent enough to distract their enemies. After avoid some guards out of their sight, Kiva finally arrived at the source of the energy signal. The door wouldn't open for her, so she had to hack the console nearby. During that time, she also took the opportunity to go further into Mag's personal files and the security system. "Hmm… interesting."

The door finally opened, and Kiva quickly ran in and saw that S-Force in individual cells. There was no guard to be found. Kiva suspected something.

"Oh no." said The Red Leader Guy. "You've fallen into their trap!" And then a door opened up, a multitudes of guards came into the prison, outnumbering Kiva 1:100.

"This is not good." Kiva said to herself worriedly.

Back at the main arena, Coop was just about to finish whooping the last Royal Rumble opponent. The others were piled up in a huge pile that Coop made outside the ring. "Hahaha! I'm not even breaking a sweat here!"

"Well, that's because you put A/C on to the max, Coop." Jamie said, pointing to the air-conditioner. In accord with Mag's agreement, Coop then lose on purpose by letting the last opponent attacking him mercilessly. Then the opponent was then declared champion. Mag's monitor fizzled up and Coop appeared on the screen. "All right, I've done your stupid work, now let go of my friends."

"Give me MEGAS first or no deal." Mag replied back.

Coop chuckled, "And I thought you're quite the wise guy. As we speak, Kiva has already released them and on their way to join me to beat the snot out of you."

But, Mag just smiled back and said, "I always thought that the primitive brain of your race couldn't outmatch our superior intellect. And you're the living prove of it. Thought you're pretty smart, aren't ya. Well, I have a plan of my own." Then Mag pushed a button somewhere on the console and showed them that Kiva was captured and in danger.

"What have you done to him?" Coop replied back angrily.

"Hehehe." Mag laughed. "That's what you get for trying to fool me. It's simple, monkey-brain. As the second place winner, all you have to do is fight your friends the S-Force to the death. Winner takes Kiva. Simple as that. But seeing that you're not willing to cooperate, I'd say you're pretty much screwed! HAHAHAHAHA! Bring the S-Force to the Arena!"

And a large door opened up, and the S-Force's Super Ultra Dimensional Magno Extreme Robotoid PowerZorb walked in rather reluctantly. "Our apologies Coop, for bringing you here." Said the Leader.

"We didn't warn Kiva on time." said the Black Force Guy.

"If it wasn't for us, you won't be in this predicament." Said the chubby Green Guy.

"Krrpt Prthttp Weerrpptp Kut Kuth Toorp." Said Jax.

"You said it, Jax. We're such failures. We failed Tardon. We failed you." The Pink Girl said morosely.

"Are you insane? Listen to yourself!" Jamie yelled at them, "You guys act like you've submitted to your fate and give up! I mean, look at Coop." Coop was a bit stunned, "Odds are always against him, but in the end, he always prevails! If you could just try to believe in yourself and be confident, chances are, you're going to become victorious in the end!" and so ends Jamie's rather surprising, yet good motivational spiel.

"Dude…" Coop said, stunned. "That's so… corny."

"Yeah… but corny works on them." Jamie pointed to the S-Force.

"You're right, Jamie!" said the Leader, "We won't let our morale low!"

"We will keep fighting to the end!" said the Black Force Guy.

"You said it, pal!" the chubby Green Guy replied.

"Krrrt wurt wurt brbbbtp thrp." Jax said.

"Thank you Jamie." Dutchess said, blushing at him.

"Nice. So, go out with me?" Jamie asked.


"Okay guys, I think I have a plan. Switch to encrypted transmission." Coop said, as they began faking their fight.


After minutes of awesome fighting, to the point the audience was beginning to think that the fight was faked and staged, Coop finally landed a 'final blow' to the S-Force, it's finally down for the count. MEGAS then pinned their robot down and the referee began to count. "One, two, three, you're out!" and the bell rang, and the audience erupted with joy.

"All right, they're done for." Coop said to Mag, rather angrily. "Now give me back Kiva."

Mag smiled, and pushed a button in front of him. A large platform appeared from the ground next to the 'dead' S-Force robot with the imprisoned Kiva and a wormhole under her. "Ah, but first you have to cough up your robot first, or girl will fall into the gigantic wormhole, where she will suffer eternal weirdness as she drifts to one dimension after another."

"No." Coop said promptly.

"What?" Kiva said in shock.

"Whoa, no love for the redhead?" Mag raised his gigantic eyebrow, "Oh well, I guess she's dead then." And with a swift press of a button, the cell that was holding Kiva fell to the wormhole. But wait, something just happened. The S-Force theme song began to play! The S-Force immediately got up and managed to snatch Kiva's cell in time before it fell into the wormhole. And everyone is safe. Kiva let out a relieved sigh.

"What? I thought you were dead!" Mag shouted at them furiously.

"That's what we want you to think, villain!" The Leader replied mockingly.

"You think we're stupid?" said the Black Force Guy.

"Who's stupid now?" the chubby Green Guy continued.

"Pruck kroo!" Jax insulted him.

"Jax, that was vile! But its okay!" said Duchess. The S-Force then ripped the top of Kiva's cell with their robot and handed her to MEGAS. Kiva then got out from the cell and made her way into the car.

"Thanks guys for saving me." Kiva said. "Now let's destroy him."

Coop nodded, and said to Mag, "Listen up you Small Guy with a Big Empty Head! You threatened me, kidnapped my friends and—"

"And you almost kill Duchess!" Jamie interjected suddenly.

"Dude, I wasn't finish!" Coop said back to him.

"Oh, this is bad!" Mag said to himself worriedly. He then pushed a button and a very large artillery gun emerged from every wall of the arena. "All right you primitive screwheads, listen up! These, are MY BOOMSTICKS! It's a 12 gauge double barreled Raxingten, top of the line, extremely accurate and deadly!" He then fired a warning shot at them, but missed, "WHO'S LAUGHING NOW? WHO'S LAUGHING NOW!" Mag shouted as he laughed maniacally. By this time all the audience fled the arena.

"Coop, S-Force, you don't want these to hit you. It would just take one hit to take you down." Kiva warned the both of them.

"Understood." The Red leader guy replied. "S-Force, begin maneuver tactics and avoid the shells at all cost!" The trying to out-maneuver and dodging the shells proved to be quite difficult for them as they we're constantly being barraged by them.

"Good, bad, I'm the one with the gun." Mag said to himself, assuring to himself that he'd win this fight. "Groovy."

In panic, Coop pushed the 'No Specific Title' Button, and an energy ball of sphere began to emit from MEGAS, sending it through the arena like a shockwave. After that was over, the arena began to fall to pieces. "The space station is going down! Coop, let's get out of here!" Kiva said to him.

Coop nodded, and in haste he switched the gear and slammed the gas pedal. The S-Force too, saved themselves. Magnanimous was blown away from the explosion, and drifted through space. "I'll be back!"


Kiva then activated her comlink, and talked to all of the bounty hunters, "Attention all bounty hunters, you all have been deceived. Magnanimous wasn't going to pay you, in fact he planned to put you into his prison and put implants in your brain so you will be his slave forever." The revelation infuriated every bounty hunter that was in contact with Kiva, and immediately they began the search from him. After that, Kiva just gave herself a smile and said to her friends, "I think we won't see him for a while."

"Good thing too." Jamie said, as he and Coop did the 'rawk on' sign together. "So Duchess…" Jamie said through the monitor. "How about you and me—"

"Absolutely not." Duchess replied, scoffing.

"What would we do without you and your friends, Coop?" The Red Leader Guy said.

"You're the best ally we've ever had!" exclaimed The Black Force Guy.

"We couldn't have done it without ya, Coop!" said the chubby Green Guy.

"Woot woot rpprhyt krrpt prehthtp." Said Jax.

"That's an incredibly nice thing to say, Jax." replied Duchess.

"Okay, so you guys are cool then?" Coop said, smiling.

"Yes, we do." The S-Force nodded in chorus. "Till we meet again."

Coop nodded, and off they go in different directions. "You know something?" The Leader said, "I think this is the first time where Coop didn't screw up in the end." Suddenly an alarm rang furiously, and the S-Force merged robot detached after its limbs exploded. Elsewhere on planet earth, the debris from the exploding Space Station Arena rained on Jersey City and destroyed the PopTV building, to one kid's amusement as he drank his Big Glug.


My apologies if this is too long for you. Well, thanks for reading and please leave a review!