The core Leaguer's table changes drastically once Captain Marvel leaves the room in the second-last scene. The gap in the chairs vanishes and the order the Leaguers are sitting in is totally different.
Captain Marvel: I believe in fair play. I believe in taking people at their word and giving them the benefit of the doubt. Back home, I've come up against my share of pretty nasty bad guys, but I never had to act the way they did to win a fight. I always found another way. I guess I'm saying I like being a hero. A symbol. And that's why...I'm quitting the Justice League. You don't act like heroes anymore.
Captain Marvel: My whole life, I've looked up to the League. You were my heroes. Every one of you. (to Superman) And you, you were more than a hero. I idolized you. I wanted to be you. Whenever I was out there, facing down the bad guys, I'd think, "What would Superman do?" Now I know.
Elongated Man: Don't be modest, kid. I don't even think Superman could . . . (Superman shows up) ...we were just talking about you!
Superman: I never knew you had such a sentimental streak, Lex. Lex Luthor: Oh, there's so much about me you don't know, Superman.
Captain Marvel: You're my biggest fan. Superman: Excuse me? Captain Marvel: I-I mean I'm your biggest fan. Sorry, sir - it's uh, it's a little overwelming meeting you.
Batman: J'onn, we're in trouble! J'onn: Are you asking for help? Batman: Yes! J'onn: You never ask for help.
Batman: You were a little hard on the boy scout, don't you think? Superman: I thought I was the boy scout? Batman: I did too, 'til I met Captain Marvel.
Superman: Why are you...why is everyone defending (Captain Marvel)? Batman: We like him. He's...sunny.
Batman: What do these guys want anyway? Superman: To take over the world... or rob banks. I forget.
In the opening teaser, when Superman stops the airplane from crashing, an extended rendition of the Superman: The Animated Series theme plays.
This episode was nominated for a Annie Award for Best Directing in an Animated Television Production.
One of the buildings destroyed during the Superman/Captain Marvel fight is the Lena Luthor hospital. In the comics Lena is Lex's mother or sister (in different versions). In recent comics, she was also Lex's daughter through Countess Contessa. He gave her up to Brainiac 13 in exchange for the technology behind the B-13 virus.
Character bios available: Captain Marvel, The Cadre, Lex Luthor
Other heroes that appear without dialogue: Metamorpho, Sand, Wildcat, Stargirl, Captain Atom, Shining Knight, Vigilante, Black Canary, Green Arrow, Fire, Ice, Hawkgirl, Green Lantern, Flash, and Wonder Woman.
On first airing, clips at the end are from "Hunter's Moon" and "Question Authority".
This episode aired on May 13th, 2005 on YTV in Canada.
Clancy Brown, Dana Delany, Robert Foxworth, John C. McGinley, Lisa Edelstein, and Jeremy Piven reprise their roles as Lex Luthor, Lois Lane, Professor Hamilton, the Atom, Mercy, and Elongated Man, respectively. Shane Haboucha previously played a young Superman in "Kid Stuff." The Parasite has no dialogue, although he was previously played by Brian George in "Secret Society (1)." Amanda Waller appears at the very end of the episode, but has no dialogue - she was previously played by CCH Pounder.
Superman: Fight's over, son. The end of the conflict between Captain Marvel and Superman in this episode is similar to their climactic battle in the Kingdom Come comic mini- series by Ross and Waid, with Captain Marvel using his lightning to attack Superman and Superman shoving Marvel into its path and then gagging Billy.
Billy Batson: Fleeing Crowds The scene where Billy stands in front of a statue as shadows of the fleeing crowd pass over him mirrors a scene in "Terror on the Midway" (8/28/42), a Fleischer Superman cartoon where Clark Kent stands in a circus tent and dons his Superman costume while the crowd flees a fire.
C.C. Binder Elementary School The name of Billy Batson's school is a tribute to the two men who were instrumental in creating Captain Marvel - C.C. Beck and Otto Binder.
Phil O'Bannon: We're delighted to welcome (Lex Luthor) to The O'Bannon Agenda.
Clearly, a take on The O'Reilly Factor and confrontation shows like it that have surged in popularity.
S 5 : Ep 13
Aired 5/13/06
S 5 : Ep 12
Aired 5/6/06
S 5 : Ep 11
Aired 4/29/06
S 5 : Ep 10
Aired 4/15/06
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