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G.I. Joe: Arise, Serpentor, Arise! (1986)

The G.I. Joe force learn that Cobra is out to clone a new leader for the organization, making them a greater threat than ever before.


Ray Lee


Buzz Dixon, Larry Hama (character development)


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Directors: Andy Kim, Ray Lee
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Credited cast:
Charlie Adler ... Low-Light (voice)
Jack Angel Jack Angel ... Wet Suit (voice)
Michael Bell ... Duke / Lift Ticket / Scrap-Iron / Xamot (voice)
Gregg Berger ... Col. Brekhov (voice)
Arthur Burghardt ... Destro / Iceberg (voice)
Corey Burton ... Tomax (voice)
William Callaway ... Beach Head (voice)
Christopher Collins Christopher Collins ... Cobra Commander / Gung-Ho / Horror Show / Ripper (voice) (as Chris Latta)
Peter Cullen ... Zandar (voice)
Brian Cummings ... Dr. Mindbender (voice)
Hank Garrett ... Dial Tone (voice)
Dick Gautier ... Serpentor (voice)
Ed Gilbert ... Gen. Hawk (voice)
Dan Gilvezan ... Slip-Stream (voice)
Zack Hoffman Zack Hoffman ... Zartan (voice)


After yet another defeat inflicted by G.I. Joe, the immediate subordinates of Cobra's leader, Cobra Commander, have finally come to the end of their patience with his apparent incompetence and his inability to achieve real victories. The leader of the research and interrogations wing, Dr. Mindbender, receives a dream showing the solution. His plan is to collect the genetic material of great warriors and military leaders to create a composite clone that would be the perfect leader for Cobra. Now they set out to put this scheme into motion, and G.I. Joe has very little time to learn of this plot before Cobra becomes that much more a dire threat to the world. Written by Kenneth Chisholm <kchishol@execulink.com>

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USA | Japan



Release Date:

15 September 1986 (USA) See more »

Also Known As:

Action Force: Arise, Serpentor, Arise! See more »

Company Credits

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Technical Specs


Sound Mix:



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Did You Know?


The Joe's steal a laserdisc from Cobra the enemy. This is ironic since this movie is the only G.I. Joe episode on laserdisc. See more »


In part five, Bazooka is with the rescue team at the Terrodrome. Then it cuts back to Hawk talking to all the other Joes in the meet room of their base. As it pans over the audience, Bazooka is shown sitting in a seat. But a few moments later when the rescue team returns and walks in on them, Bazooka is back with them. See more »


Serpentor: There can be no negotiation, you insignificant microbe!
See more »

Alternate Versions

There are two different versions of the opening episode: The first starts with no background music through about the first 10 minutes (The softball game, the Cobra attack on the base, the arrival of Sgt. Slaughter); the music doesn't start until the Joes are shown doing their running exercises. All other versions (including the Rhino DVD version) include background music starting at the opening titles. See more »


Referenced in Cinemassacre's Monster Madness: Godzilla: Final Wars (2008) See more »

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User Reviews

"At ease, disease!" and other witticisms from my least favorite wrassler-turned-superhero
12 December 2015 | by utgard14See all my reviews

The first five episodes of G.I. Joe's second season make up this "movie," featuring the introduction of many new characters for Joe and Cobra, including the title villain. The plot has evil Cobra scientist Dr. Mindbender using DNA from historical conquerors (including Genghis Khan, Napoleon Bonaparte, and Alexander the Great) to create a new leader for Cobra, since Mindbender and Destro are fed up with Cobra Commander. The experiment is a success (sort of) and the new Cobra leader, Serpentor, leads Cobra in a takeover of Washington, D.C. But the Joes, of course, are there to save the day.

We're introduced to a lot of new characters here. One of the main complaints from non-fans about '80s cartoons like G.I. Joe is that they were just advertisements for the toys. In some ways that's true but I always felt the writing and characters rose above any crass commercialism that was behind the production of the series. That being said, it's hard to argue this isn't all about marketing new action figures (and vehicles). The new Cobras include the aforementioned Serpentor and Dr. Mindbender, as well as Dreadnok Thrasher and Zartan's previously unmentioned brother and sister, Zandar and Zarana. The new Joes introduced include General Hawk, Beachhead, Sci Fi, Lifeline, and Sgt. Slaughter (yes, the wrestler). As a kid, I hated Sgt. Slaughter's addition to the team and I especially hated how he was 'Super Joe,' able to take on a whole squad of B.A.T.s (battle android troopers) alone. No female Joes in this one, for some reason. No Lady Jaye and no Scarlett. The only females are on the Cobra side, Zarana and (briefly) Baroness. Also missing are some of my favorite characters, like Storm Shadow, Quick Kick, and Spirit. Even Snake Eyes is pushed into the background. Who needs a super cool ninja commando when you have a pro wrassler body slamming the bad guys? Well, me, for one!

Too much focus on lame new characters is the biggest negative about this one. Still, Mindbender's plot is a cool concept (executed much better in the comic book series). The best parts are episodes 2 and 3, with Cobra gathering the DNA for Serpentor and the Joes trying to stop them. The first episode is too focused on introducing the new guys. Episode 4 is too Slaughter heavy and episode 5 suffers from the presence of Serpentor, the tool of tools. The animation and voice work are good for the era. The exception being Sgt. Slaughter, who does his own voice and grates on the nerves fast. One of the more annoying aspects of this new season and direction was the constant shouting of Slaughter and Serpentor. Neither character ever dropped below a 9 out of 10 on the intense scale. It was ridiculous. Anyway, this is not a good jumping-on point if you are new to G.I. Joe. Definitely check out the superior first season and mini-series first, then start this. This season leads into the theatrical movie, which suffered from many of the same problems as this.

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