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Heroes vs. Villains

Heroes vs. Villains title card.jpg

Season 2, Episode 21
October 15, 2012
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Did you just say you'd rather be a hero than a villain?

— Fanboy

Heroes vs. Villains is episode 21a of Fanboy and Chum Chum season 2.

Fanboy and Chum Chum suddenly go into a debate over whether superheroes or supervillains would be good for them. As a result, Fanboy transforms into a villain named Fannihilator and Chum Chum becomes a hero called Super Chum. Now, the boys have to face off against each other to determine which side is better.


The episode starts with Fanboy and Chum Chum hanging upside down on the monkey bars, reading a "Man-Arctica vs. Global Warmer" comic. They deem it the best issue ever and talk about what happened. As Chum Chum talks about every heroic thing Man-Arctica did, Fanboy converses about the evil things Global Warmer did, while everyone gathers around to hear their conversation. Both boys soon wind up saying "Man, it would be so cool to be a super..." and then Fanboy adds "Villain" while Chum Chum adds "Hero". They gasp in horror, the Earth breaks in half, and Joey tells the audience that F&C disagree.

Fanboy wonders if Chum Chum said he would rather be a hero than a villain, and Chum Chum agrees. Fanboy adds it wouldn't be anyone who's a fan of awesome equipment, which villains have the best of. He shows off his Global Warmer Turbo Shoes to prove it. Chum Chum says superheroes don't need equipment as they have super powers, like super speed. He stays where he is and twitches slightly, and Chum Chum lies and says he ran so fast Fanboy didn't see. Fanboy says he has supervillain lightning punch and fakes he hit Chum Chum several times. Chum Chum says he didn't, because he has superhero reflexes and dodged them all twice, so he thinks superheros are better than supervillains. Fanboy says they should ask the greatest supervillain the world has ever known, and Kyle suddenly appears. Believing he is the villain, Kyle begins to act evil and tells the kids they came to pay homage to him. Fanboy then pushes Kyle away and finds a Crabulous on the ground, stating it is the villain and pulls its string, making it say "Crabulous is bathtub safe". Chum Chum finds that very intimidating, and Fanboy says he's deadly to dirt. Chum Chum announces it's time they settled this once and for all and Fanboy agrees, and the setting transforms into that of a superhero cartoon.

It starts in Galaxoplis at the Jungle Gym of Justice. Captain Obvious (portrayed by joey) calls in Super Chum (portrayed by Chum Chum), who sees the trouble light is blinking, meaning there's trouble. Super Chum learns that the Chum Phone is dead, and they're getting nothing from the Chum-puter. As a result, someone took his "Chumky" peanut butter. The Chum-puter finally shows the villain, who turns out to be Super Chum's archenemy, the Fannihilator (portrayed by Fanboy). Super Chum knows Fannihilator can shed some light on his missing peanut butter, as he sounds like he has peanut butter stuck to the roof of his mouth. Fannihilator calls for Kyle, his henchman, to give him some milk. Kyle detests that he was called a henchman and asks if Fannihilator wants whole milk or non fat. Fannihilator fires up his Plasmagammulator, threatening to destroy Kyle, and asks for 2% milk. Kyle does exactly that and holds the Plasmagammulator for Fannihilator, accidently shooting himself.

Super Chum wants Fannihilator to cut to the chase. Fannihilator explains he devised a diabolical dilemma to prove once and for all that villains are smarter, better, and handsomer than heroes. He shows that he has placed a bus of innocent children on a thin rock in molten lava. Super Chum has to save the kids, but Fannihilator warns him that if he does, he won't have time to save his love interest, girl reporter Yois Yane from an angry mob of bears. Because there's no takebacks, Super Chum has only one choice: either save the kids from the lava or Yois from the bears. Super Chum thinks he got beat, but knows maybe he's not and heads out.

Super Chum arrives in the desert to find the innocent children on the bus, still over the lava. The bus finally falls, but Super Chum saves it and puts it safely on the ground. Fannihilator was watching all this and knows that Yois will not be rescued. However, Super Chum is not done yet, so he tells Fannihilator he forgot he controls animals with his mind. He does exactly that, and the bears perform a funny dance with Yois. Yois thanks Super Chum and owes him a romantic dinner at her favorite restaurant. Chum Chum breaks the fourth wall by telling the audience he did it for justice.

After Super Chum puts down the bus, Fannihilator thinks he was defeated, but what Super Chum didn't know is the bus was actually full of Fannihilator's clones. Super Chum knows it's no offense and can defeat them with Super Sweat, but there was a big surprise as well. Four of Fannihilator's handsomest clones (all named Justin) have formed a boy band, Just Justins, and Super Chum can't stop dancing. Fannilihilator tells the audience that's why supervillains are better; superheroes always have a weakness. He calls for Kyle once more, who again detests being referred to as a henchman. Fannilihator asks Kyle for one of his ultra-mega death rays to finish Super Chum. Kyle asks if he wants the slow death ray or the quick and painful one, but Fannilihator tells him to surprise him, as he doesn't want to know until it's fired The narrator tells the audience will this be the end of super chum or he will think of a way out so Super Chum finally resists the dance by summoning one punch on the bus, sending Just Justins into space. He adds that Fannilihator should've known that boy bands are always a one-hit wonder. He once again says he did it for justice.

Fannilihator says there's only one way to settle it all, and both boys agree to a super battle. Super Chum summons his group: The Super Chums, made up of Sonic Boom, School Spirit and Captain Obvious. Fannilihator also summons his League of Destruction, made up of Ant Lupe, Huge Nerd and Kyle (referred to as "Henchman with Stick"). Kyle complains that the "stick" he's holding is a wand, but didn't want to bother about it. Both teams charge against each other but just as they were about to plow into each other and fight, the school bell rings, which brings us back to the actual setting, the normal school playground in Galaxy Hills, pointing out that everyone was imagining the whole thing. Hank announces that recess is over and everyone walks back inside to class.

Chum Chum stays outside with Fanboy and tells him that both heroes and villains are cool. Fanboy agrees and knows there is one thing they can agree on: it sure would be great to have super powers. Chum Chum bets it would, and they walk into the school. Just as the door closes, Just Justins comes back to perform, but Chum Chum comes out and zaps them with his heat vision. He ends the episode by saying "For justice".


For a full transcript of Heroes vs. Villains, click here.



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The image gallery for Heroes vs. Villains may be viewed here.

Running Gags

  • The audience going "oooohhhhh!!!" whenever Super Chum's romantic relationship with Yois was mentioned.
  • Kyle detesting being a henchman.
  • Kyle asking what part of the plan Fannihilator wants, and Fannihilator wants him to pick his own.
  • Fanboy and Chum Chum mentioning what Man-Arctica and Global Warmer did in the comic.
  • Chum Chum faking he ran around the world.


  • This is the first episode to premiere in the event "Wake up with Chum Chum" .
  • The first images were seen in the Nickelodeon Spain Weekend promo.
  • This is the first episode to air at 7:00 AM, the earliest time an episode has first aired.
  • In the end credits, Yo is credited as her counterpart Yois Yane, possibly as a reference to her only having lines as her counterpart in the episode.
  • First episode where the majority is revealed to be a dream or part of someone's imagination.
  • Auto-tune is used for the song in the episode. This marks the first time a song uses auto-tune.
  • Fanboy and Chum Chum's names were not said at all in this episode, they were only referred to as Fannihilator and Super Chum. At the end however, Fanboy calls Chum Chum "Old Chum".
  • At the beginning of the episode, if you look closley, you can see that the reflections in Fanboy and Chum Chum's eyes are upside down. This is possibly because they're hanging upside down on the monkey bars.
  • If you look closely at the line of kids as they go back into school, you can see Kyle is the only kid who's not smiling and has a bored and tired expression instead. This could possibly be a reference to him being tired about what happened over the course of the episode.
  • Fannihilator has eight clones, four of which are handsomer than the others and are all named Justin.
  • If you listen closley to Kyle's dialogue when he first appears, you can hear his voice has a slight echo effect.
  • It's revealed that Crabulous is a villain and is the greatest supervillain the world has ever known.
  • It's ironic for Fanboy to desire to be a villain despite him despising Global Warmer in previous episodes.
  • The last time this episode (along with Face-Eating Aliens From Planet X) aired on the main Nickelodeon Channel is March 22, 2015.

Roles in the episode

  • Fanboy as Fannihilator, the main villain and leader of the League of Destruction. He has a tendency to speak like he has peanut butter stuck to the roof of his mouth a lot.
  • Chum Chum as Super Chum, the main hero and leader of the Super Chums. He is strong and can save more than two dangers at once.
  • Kyle as Fannihilator's henchman. He gets annoyed whenever he's called a "henchman" and detests it, but to no avail. He has a tendency to get himself blasted. He is also referred to as "Henchman with Stick" in the League of Destruction.
  • Yo as Yois Yane, Super Chum's love interest.
  • Chris Chuggy as Sonic Boom, the daredevil of the Super Chums who has a sonic "wah".
  • Cher Leader as School Spirit, the smoke-like cheerleader of the Super Chums.
  • Joey as Captain Obvious, the youngest and the brains of the Super Chums.
  • Lupe as Ant Lupe, the human ant of the League of Destruction.
  • Fankylechum as Huge Nerd, a nerd of the League of Destruction who can grow to the size of a giant.



  • The captions list Yois Yane's name as "Lois Jane".
  • Technically, both heroes and villains have superpowers and use weapons. One example is Man-Arctica can freeze things and use the Device-cicle, and Global Warmer can burn things and use the Humidifryer.
  • During the end credits, Fanboy and Chum Chum, as well as their super counterparts Fannihilator and Super Chum, were both listed. This is rather uncanny, as the counterparts weire just them in their imagination, so this shouldn't have been listed.
  • Super Chum said that boy bands are always one-hit wonder, but he is incorrect, as many boy bands, The Jackson 5 for example, can release more than one hit single.
  • After Kyle shows Fannihilator the death ray choices and Fannihilator tells Kyle to surprise him, Kyle suddenly disappears until Huge Nerd's introduction.
  • When Fanboy as Fannihilator says "I suppose you think you've defeated me, but what you don't know is...that bus is full of my clones!" and "Yes, your greatest weakness: a boy band!" he has his normal voice instead of his "peanut butter" tone. (This becomes permanent in the episode's sequel)
  • The official On Demand guide for this episode has Fanboy thinking heroes are cool and Chum Chum thinking villains are better, but it's actually the other way around.
  • At the end, Joey can be seen walking into the school when he's actually a toddler and toddlers actually go to kindergarten. It could be possible that there is a Kindergarten class in Galaxy Hills Elementary School since real life elementary schools have Kindergarten classes.
  • When Huge Nerd appears, he is to the right of Fannihilator, but when he grows Fannihilator is directly in front of him.
  • When Fannihilator is summoning the League of Destruction, Ant Lupe and Huge Nerd announce their names as they appear, but Fannihilator announces Kyle's name for him.
  • When Chum Chum is faking super speed the Global Warmer Turbo Shoes on Fanboy's feet disappear and never return.
  • At the beginning when the kids start to gather around when F&C disagree, Chum Chum's side has Joey, Cher and Chuggy and Fanboy's side has Duke, Fankylechum and Lupe. In the superhero cartoon imaginary sequence later on when Fannihilator summons the League of Destruction, only Lupe and Fankylechum are in the League and Kyle has suddenly taken Duke's place.
  • When Chum Chum begins saying "Maybe it's about time we settled this once, and for all!" students are surrounding them, but when the camera zooms in on Fanboy and Chum Chum the students disappear for the rest of the shot.
  • Before Huge Nerd grows, only Fannihilator and Ant Lupe were present but in the next shot when Huge Nerd grows, Kyle appeared out of nowhere. (He could've just been off-camera and arrived at an unseen moment)
  • When Super Chum is talking to Fannihilator at the beginning, the image of Fannihilator on the Chum-puter constantly changes from full view to head view to medium close-up between shots.
  • At the end of the episode when the kids walk into school, only Lupe, Kyle, Joey, Chuggy, Cher, Fankylechum, Chum Chum and Fanboy were seen walking in and not Yo, Duke, Nancy, Cheech, Michael and Francine. It could be possible they already went back inside during the imaginary sequence that takes place for most of the episode.
  • The second time Fannihilator calls for Kyle, he is on the left side of the screen but when he says it's time to finish Super Chum, he is on the right side of the screen.
  • Fanboy wears Global Warmer Turbo Shoes during his demonstration for supervillain's equipment, but they disappear when Chum Chum fakes running around the world at super speed.
  • Fanboy goes over to a Crabulus figure on the ground to ask it what it thinks, but it wasn't there earlier when Kyle showed up.
  • When Fannihilator aims his Plasmagammulator at Kyle, Kyle is holding two milk squirters, but after Fannihilator says "TWO PERCENT!" Kyle is holding one milk squirter in one hand and an empty glass in the other.


  • Justin Time - When the Just Justin's sing their song, they say the name of this TV show for preschoolers on the Sprout channel.
  • Total Drama Pahkitew Island - When Fannihilator called Kyle his "Henchman", but He detests the nickname "Henchman", Which is referenced to Max called Scarlett his "Sidekick", But She detests the nickname "Sidekick" in the episode called Scarlett Fever.
  • Spider-Man - When Fannihilator gives Super Chum the choice of saving Yois from falling or the clones from the bus in the lava, it is a parody of the first Spider-Man movie when the Green Goblin gives Spider-Man the choice of saving Mary Jane from falling off the bridge or saving the kids from the gondola with the broken cable.
  • Austin Powers: The Spy Who Shagged Me - When Fannihilator gives Super Chum the choice of saving the clones from the bus or saving Yois Yane, it is a parody of Austin Powers: The Spy Who Shagged Me, when Dr. Evil gives Austin Powers the choice of saving the world or saving Felicity Shagwell.
  • Superman - Yois Yane is a parody of Lois Lane. Super Chum also parodies the franchise's titular hero.
  • Fantastic 4 - School Spirit is a huge reference to Invisable Woman.
  • Galactus - Fannihilator's uniform and attitude are strong references to Galactus.
  • Wasp - Ant Lupe's appearance and enterance make a resemblance to Wasp.
  • The Incredible Hulk - Huge Nerd is a resemblance to Hulk.
  • Degrassi - The title is similar to "Hero vs. Villain," an episode of the TeenNick drama.
  • Super Friends - The Jungle Gym of Justice is a parody of the Hall of Justice, and even the famous "Meanwhile at the Hall of Justice" line is parodied.


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