Rex Dart: Eskimo Spy!
  — Joel, Crow, & Servo

The movie

Main article: Godzilla vs. Megalon (film)

The undersea nation of Seatopia sends the gigantic Megalon to destroy the world above, and it's up to Godzilla and the size-shifting robot Jet Jaguar to defeat him.

The episode

Host segments

Joel dresses up as Jiffy Pop

Prologue: Joel and the Bots host a stereotypical morning magazine show.

Invention Exchange: After Joel attempts to explain what pain feels like to the Bots, the crew of SOL and the Mads both come up with easy-to-make Halloween costumes.

The Bots' dark take on Orville Redenbacher

Segment Two: To redirect Joel's attention from naughty pictures, Crow and Tom come up with their own Godzilla style monsters, giving them increasingly implausable and flowery abilities as they attempt to one-up each other.

Segment Three: Joel and the Bots use a James Bond style theme song on keyboard and footage from the movie to make a montage based on their "Rex Dart, Eskimo Spy" riff.

Segment Four: Crow and Tom do their own increasingly dark take on the Orville Redenbacher grandfather and grandson commericals.

Segment Five: Prompted by the cool arms the monsters had in the movie and a request by the Bots, Joel gives Crow and Tom new arms, and the Jet Jaguar fight song is translated. In Deep 13, Frank's game of Super Mario ends in tragedy.

Stinger: Godzilla leaps/falls off a cliff into the sea.

Geordi and Foosball

Obscure references

  • "Roxanne!" "You don't have to wear the red dress tonight!"
This comes up many times. It's a reference to the song "Roxanne" by The Police. The Brains misquote the song slightly, as the lyrics never mention a red dress. (The line is always either "You don't have to wear that dress tonight" or "You don't have to put on the red light".)
  • "And then we'll talk to Moms Mabley..."
Moms Mabley was an African-American comedian who began her career on the so-called "chitlin circuit", then became popular among white audiences during the 1960s.
  • "A little problem getting the Rosey Grier head to take..."
A reference to the 1972 movie The Thing with Two Heads, in which a bigoted mad scientist played by Ray Milland has his head grafted onto the body of a convict played by Rosey Grier.
  • "I am Iron Man!"
Line from the Black Sabbath song "Iron Man". It had no established connection with the superhero Iron Man until 2008 when an instrumental version of the song was used during the closing credits of the first Iron Man feature film.
  • "Kids, reading opens up a rainbow..."
Frank is alluding to Reading Rainbow, an educational TV show hosted by LeVar Burton (whose Star Trek: The Next Generation character Frank is wearing an easy-to-make Halloween costume of as he says this).
  • "Huh, Spiny Norman!"
Spiny Norman was a a giant hedgehog alluded to in the Monty Python sketch "Piranha Brothers".
  • "And now appearing on our stage, Toho Ezio [sic]!"
An imitation Ed Sullivan's introduction of the Italian puppet character Topo Gigio.
  • "A quake?" "No, Quisp!"
A reference to Quisp and Quake, two breakfast-cereal advertising characters from the 1960s.
  • "This is better than the Dells!"
The Wisconsin Dells is a tourist area known for its amphibious river tours and vast selection of water slide-based theme parks (and the home of Tommy Bartlett's Water Show!).
  • "Never before in the annals of kid-dom had a toy been sucked into the Whirlpool of Death!"
An imitation of the narrator from A Christmas Story.
  • "We're gonna need a Tuck's Pad the size of Tokyo!"
Tuck's Medicated Pads are a product used to treat hemorrhoids.
  • "Welcome to Death Valley! The driver's either gone or he's missing!"
Death Valley Days is a syndicated western show that Ronald Reagan once hosted. The "driver is missing or dead" line is from the Phantom Creeps chapter in Episode 206. The line is spoken in a voiceover that sounds like Ronald Reagan's voice, to which Crow responds by saying "Welcome to Death Valley Days." This riff is made in many episodes.
  • (singing) "Mach Go Go Go!"
Mach Go Go Go! is the original 1967 Japanese animated series that would be dubbed in the United States as Speed Racer (which was mentioned in the riff comment prior to this).
  • "Well, at least they have Yusef Lateef on the flute here!"
Yusef Lateef is a musician who specializes in jazz influenced by traditional Asian music.
  • "I think it's a Blue moon out."
A blue moon is an additional full moon that appears in a year instead of the usual 12. In some very rare cases the moon can actually appear to be blue.
  • "I think it was shot 'blue for night'."
A riff on the cinematic technique "day for night", where a scene is filmed during the day and in post production is darkened so it appears to be night.
  • "According to Dr. Hellstrom, these bugs will take over the world!"
A reference to the 1971 movie The Hellstrom Chronicle.
  • "They've just created Jennifer Beals."
Jennifer Beals is an actress who gained prominence from her appearance in Flashdance.
  • "Mine is a meltdown of all the Terrytoon characters!"
The Terrytoons studio is best remembered for animating the original Mighty Mouse cartoons.
  • "I think they get the Nashville Network!"
The Nashville Network, which eventually evolved into Spike TV, specialized in country music-related programming.
  • "I'm Dorf!"
Dorf is a diminutive character played by Tim Conway in a series of comedy videos.
  • "I'll be in Atlantic City next week with funnyman Jimmie Walker!"
Jimmie Walker is a stand-up comedian best-known for playing J.J. on Good Times.
  • "Meanwhile, B.J. and the Bear go to Japan!"
B.J. and the Bear was a TV series about a trucker (B.J.) and his pet chimpanzee (Bear) that aired from 1979 to 1981.
  • " Breaking Training!"
The Bad News Bears in Breaking Training was the second movie in the Bad News Bears series, followed by The Bad News Bears Go to Japan.
  • "This is no place for a convertible!"
A line from It's a Mad, Mad, Mad, Mad World.
  • "Gary Busey is back on the bike!"
Actor Gary Busey suffered severe head injuries in a motorcycle accident in 1988.
  • "Winged freak...Wait 'til they get a load of me!"
Line spoken by the Joker in the 1989 Batman movie.
  • "Pink Lady and Jeff are back!"
Pink Lady and Jeff was a very short-lived TV series featuring comedian Jeff Altman and the Japanese musical duo Pink Lady.
  • "They're going all the way to make sure McCartney doesn't bring any more dope into the country."
A reference to a 1980 incident in which Paul McCartney was arrested in Tokyo after customs officials found marijuana in his luggage.
  • "Stand By for Action!"
The opening line of the credits for the Gerry and Sylvia Anderson Supermarionation series Stingray.
  • "Uh...someone can tell Raymond Burr he's late."
Raymond Burr was a Canadian-American actor famous for the Perry Mason television series, but is familiar to Godzilla fans for appearing in Godzilla, King of the Monsters!, the Americanized version of Godzilla (1954).
  • "Hey look, it's Ugly John!"
Ugly John is a character on the TV series M*A*S*H who was written out of the show after its first season.
  • "Saturday the 14th. I hate that movie!"
Saturday the 14th is a 1981 film that parodied horror movies.
  • "Then, on an episode of Then Came the Courtship of Bronson's Father..."
Then Came Bronson is a very short-lived TV series that ran from 1969 to 1970. The Courtship of Eddie's Father was a more successful TV series starring Bill Bixby.
  • "What about Captain Eo?"
Captain Eo is a 3-D movie starring Michael Jackson that was shown at Disney theme parks during the 1980s and 1990s and was also reopened again in 2010 to commemorate Jackson's death.
  • "I have come here to chew sushi and kick butt, and I'm all out of sushi!"
A parody of a famous line spoken by Roddy Piper's character from the 1988 John Carpenter film They Live.
  • "You're never gonna find me in a Sunn Classic picture!"
During the 1970s, Sunn Classic Pictures was a film distribution company that specialized in "documentaries" about the paranormal.
  • "Next time I say we go to Bolivia, we go to Bolivia!"
A line from Butch Cassidy and the Sundance Kid.
  • "I can't believe it, Wally Karbo!"
Wally Karbo was part owner and ring announcer for the (Minneapolis based) American Wresting Association.
  • "Isn't that from Killdozer?"
Killdozer is a short story by Theodore Sturgeon about a bulldozer that develops a violent mind of its own. In 1974, it was adapted as a made-for-TV movie.
  • "Don't touch my bags if you please, Mr. Customs Man."
A line from "Coming into Los Angeles", a 1969 song by Arlo Guthrie.
  • "I am the god of hellfire!"
A line from the Arthur Brown song "Fire", which was later covered by Prodigy.
  • "What manner of 'bot are you who can conjure flame without flint or tinder?"
Paraphrasing of a line from Monty Python and the Holy Grail.

Behind the scenes

MST3K cast

Regular cast

MST3K crew


  • This episode marks the debut of Joel's maroon jumpsuit, which he would wear in every subsequent episode through his departure in Mitchell, as well as his return appearance in Soultaker, and at the end of the Kickstarter telethon.
  • The scene of Godzilla sliding on his tail would later appear during the opening credits for the remainder of Joel's tenure starting with The Saga of the Viking Women and Their Voyage to the Waters of the Great Sea Serpent.
  • Forty minutes into the episode, Crow steals Servo's line by interjecting "I'm huge!" during a close-up of the protagonist.
  • The button on the desk breaks when Movie Sign hits the first time.
  • The "Orville Popcorn" sketch is one of Michael J. Nelson's favorite segments. He's said that it was "Odd, overwritten, and surprisingly mean, it takes on a weak opponent and pummels him mercilessly." According to Amazing Colossal Episode Guide, as the sketch was being shot Jim Mallon was on the phone with BBI's attorney, who informed them that they couldn't air the sketch without risk of getting sued. The cast and writers then decided to change the name of the character from Orville Redenbacher to Orville Popcorn and shot it that way. Later they were told that they were every bit at risk as they were before.
  • Here are the real lyrics to the song at the end:
    • Japanese: Hito ga tsukutta robotto da kedo,
      Jetto Jagaa, Jetto Jagaa,
      Yatta, Jetto Jagaa
      Yuke, yuke, heiwa o mamoru tame,
      Minna mo odoroku yuuki wo miseru
      Gojira to Jagaa de panchi, panchi, panchi
      Nakuna, bokura mo ganbarou
    • English: You’re a robot made by humans, but
      Jet Jaguar, Jet Jaguar,
      You did it, Jet Jaguar
      Go, go to protect peace
      We are all surprised at the courage you show
      Godzilla and Jaguar punch, punch, punch
      Don’t cry, let’s do our best
  • The first episode to be released on DVD and immediately replaced due to copyright issues. See Video Release Notes below.
  • Ranked 19th in the Top 100 Episodes as chosen by backers of the Bring Back MYSTERY SCIENCE THEATER 3000 campaign.


  • "That monster does not know the meaning of ‘around’ " and when somebody mentions evacuating, Joel says "sounds painful," something Crow said often in the KTMA season.
  • The "explaining pain to Crow" bit is not new. Joel does the same thing to Gypsy in episode K03- Star Force: Fugitive Alien II while trying to explain what taking drugs is like.
  • "Hi-keeba!" (Women of the Prehistoric Planet)


  • Dr. Forrester announces the title of the film as Megalon vs. Godzilla.
  • During the first Movie Sign, the yellow button on the desk is visibly jostled.
  • Joel says "Someday Johnny Cash will write a song about that," in reference to a ring of fire on the screen. Johnny Cash didn't write "Ring of Fire," however. The songwriters were his wife June Carter Cash and Merle Kilgore.

Movie Edits

Video releases