Andy Warhol was one of my first loves. I’m from Pittsburgh, where we are taught about Warhol from a weirdly young age because he was born here. His museum has been one of my favorite places since grade school. It was way later, when I was reading his books in high school, that I even realized how many drugs they were doing.

So obviously, I adored this entire episode.

“It Happening One Night” opens with another Super Friends monologue. Out of the murky waters of the Gowanus Canal rises a purple mushroom-shaped fortress, the headquarters of the New York crime collective the Doom Factory.

The Doom Factory is an obvious homage to Warhol’s factory and to the Legion of Doom: the villains we see all seem to reference one of Warhol’s famous muses and one of the Legion, including “Eenie-Meenie” (Edie Sedgwick/Toyman), “Serpentine” (Ondine/Copperhead), “Ultra Violent” (Ultra Violet/Star Sapphire) and “Billy Maim” (Billy Name/Cheetah). Their leader, Wes Warhammer (Warhol/Lex Luthor), suggests rather casually, “Uh, guys.. We should get Dr. Venture.”

At the Venture penthouse, Brock is showing Dr. Venture and the boys a strange video that was sent to the Venture Industries building in a white, blue, and red box labeled Doom! (based off of Warhol’s Brillo boxes). “So you thought it was a good idea to just open up a box marked ‘DOOM’ in my house?”, Doc asks. The video is a creepy mashup of red and black photographs with the text “Venture tonight you meet your doom!”

Hank teases Dean about his college vocabulary, and Dean threatens not to help Hank with his plan later that night. When questioned, the boys lie about their plans, saying that they’re just redecorating Hank’s room. Brock tells the Ventures not to leave the penthouse tonight.

Dr. Mrs. the Monarch is sitting in the living room of her new home, hologramming into a meeting of the Council of 13. She is warning the Council about the Blue Morpho and his killing spree, insisting that they cancel the Doom Factory’s arching plans for that night. The other members of the Council do not take her seriously. They dismiss her concerns about the Blue Morpho, who she believes to be Dr. Venture, telling her that her husband’s obsession with Venture has rubbed off on her.

The Monarch descends the stairs while talking to 21 on the phone. 21 was in the Morpho cave when Dr. Mrs. began her conference call in the outside room, so he has been stuck there for two hours. 21 insists that the Monarch get his wife out of the room so he can get out of the cave.

Dr. Mrs. rants angrily to her husband about the Council’s decision to fight the Blue Morpho with wanted posters instead of real action. To distract her and free 21, the Monarch kisses his wife passionately. 21 finally escapes.

In Central Park, Hank and Sirena are taking a romantic evening ride in the Go Pod. Hank is attempting to woo Sirena with a romantic monologue about the night air, but she interrupts him by saying, “Uh, okay. So I’ve waited, and since you’re not going to say anything about it clearly, uh, what is with your outfit?” Her question is understandable as Hank is dressed rather strangely in a black coat and pants covered in buckles.

“Isn’t it the Bad outfit?”, she asks, referencing Michael Jackson’s Bad music video. “No, this is the good one!” Hank responds cluelessly.

They stop the car and Hank uses his communicator watch to alert Dean that they have arrived. Dean, who is hiding behind a nearby tree, tells Pete that he is up first. Pete comes towards the couple with a knife pretending to mug them. Hank pushes Sirena behind him, and his wardrobe choices are made clear when he does a spot-on Michael Jackson dance that scares the mugger/Pete away. Sirena takes the knife from him.

The couple suddenly hears bongo sounds, and walk over to a nearby Dean. He is sitting cross-legged and playing the drums while dressed in all black, complete with a black beret, sunglasses, and goatee. Next to him plugged into an amp ‘happens’ to be Hank’s bass, which Hank quickly grabs and uses to serenade Sirena.

Unfortunately, this doesn’t seem to catch her attention for long, as she walks away while Hank is playing. The boys decide to scrap the ‘lost baby’ gag and move onto Phase 2. At hearing this news, the nearby baby carriage opens to reveal Billy with a bonnet wrapped around his huge head. “Thank you! I feel like an idiot!”, he whines.

Dean says that he has already procured reservations at the restaurant where his friend Brown Widow works, which he declares très Hank.  Sirena is sitting on the Go Pod, using the knife to remove the tracker her dad put in her arm.

Back at the Venture penthouse, Brock sees that both of the boys are gone and tells Doc to get into the panic room. Doc resists, insisting that he can’t stop his important scientific work at a moment’s notice. We see that this “work” is actually playing Team Fortress 2 with Hatred.

Hatred is still swollen and bruised with his neck in a brace and his arm in a sling, but he is back at work in the Venture lobby, playing Doc on the security computer. He admits to Brock that the boys are in Central Park on a date.

The floor in the lobby has finally been fixed. Immediately after Brock leaves the building, Hatred is stabbed with some kind of syringe by Eenie-Meenie, and passes out.

In the park, Brock locates the Go Pod. Sirena’s bloody tracker is on the seat. Rocco, Sirena’s bodyguard, appears on the scene at the same time as Brock. Brock calls Rocco a pussy for using a powersuit, and the two bodyguards start to fight.

At the Monarch mansion, the Monarch enters his bedroom to find Dr. Mrs his Wife dressed as a farm girl, complete with a blonde wig and Daisy Dukes. She crawls onto the bed as the two begin to role play, and the Monarch shoots her in the ass with a Morpho dart.

He returns to the Morpho cave, where 21 debriefs him on Warhammer and the Doom Factory. He tells the Monarch that he won’t kill anyone anymore, and starts to talk about the book he is reading titled Blood on My Hands, Grief in My Heart. The Monarch slaps the book out of his hands, yelling, “Will you stop with the PTSD nonsense? So you killed a guy! You’re a super villain! TO THE MORPHO SCOOTERS!”

The Morpho’s theme music plays as the Monarch struggles to steer his scooter out of the lab.

Back in the park, Brock and Rocco seem to have arrived at a stalemate. They compliment each other on their fighting styles. In my favorite line of the night, Rocco says, “Look, we can play Rock’Em, Brock’Em Robots all night long, but it ain’t gonna bring those kids back.” The two agree to team up to find their missing kids.

Sirena and Hank walk around the city, playing “King for a Day”. Hank says he would outlaw yellow candy because it always tastes the worst, and Sirena says she would outlaw men in sandals, or sandals with socks, or Rocco wearing Sandals, or Rocco’s mother so he would never have been born.

As they start to enter a building, Dean and Pete hop out from behind a dumpster, with full 1950s reporter garb and cameras. They pretend to be paparazzi, yelling things like “Shazam! How’s about his new gal pal?” Hank pretends to get angry at the invasion of privacy, and he and Sirena enter the building.

They descend a flight of stairs and enter a dark room that looks like a dungeon. They are surprised by a ninja, who pretends to stab Hank. It seems that the place Dean deemed très Hank is a ninja-themed restaurant.

In the Venture Industries building, Dr. Venture gets out out of the elevator to see his front hallway has been redecorated. There are Doom! Brillo boxes everywhere and colorful pop art prints of Doc’s face on the wall. He enters his living room to see even more, including Warhol’s Silver Cloud balloons floating around the apartment (which are on display at the Warhol Museum IRL!)

Many of the villains of the Doom factory are lounging in the living room. Frigid (Brigid Berlin/Captain Cold) sorts out pills on top of the coffee table, as Gerard the Gorilla (Gerard Malanga/Gorilla Grodd) makes screenprints on the floor. No one seems to mind Dr. Venture. He runs upstairs to find Wes Warhammer waiting for him with a camera and backdrop.

The Doom Factory member with a camera for a head films Doc as he sits on a stool in front of a white background. He tells Doc to just be himself, but Doc says that isn’t completely possible when “Myself would be running out of here screaming and most likely calling my bodyguard to beat you up. So.” They respond by asking him to take his shirt off. “Weirdest. Arching. Ever.”

Brock and Rocco drive towards the kids in Brock’s Charger. Rocco complains about the smell of Brock’s Marlboros and Brock responds by complaining about the smell of Rocco’s Axe body spray. Rocco asks Brock if he was frozen by the OSI in 1979 or if he is some kind of time traveler, because that would explain Brock’s choice in cars, clothes, music, and “Tennessee Top Hat” hairstyle. Brock stops the car and angrily tells Rocco not to touch his hair.

At the restaurant, Hank and Sirena seem to be hitting it off. Sirena complains about her friends thinking her blog was stupid, and Hank tells her that he thinks she would be a great ‘bloggeress’. (From now on this will be the only title I respond to, so please take note.)

Their waiter falls from the ceiling of the booth (because ninja) to take their order, and we see that he is Dean’s friend the Brown Widow. It is awkward between him and Sirena because they used to date. Sirena is not interested in discussing their former relationship and tells the Brown Widow to take his drama elsewhere.

The Monarch and 21 ride their Morpho scooters on the Gowanus Canal. 21 starts to tell the Monarch to keep his mouth shut because the canal water is disgusting, and at that moment the Monarch wipes out and falls into the water. A dolphin corpse floats past him. The Doom Factory headquarters rises from the water.

The Monarch and 21 get inside to fuck up the lair. That way, their Guild rank will go down so that the Monarch will be ahead of them in line to arch, and 21 won’t have to kill anyone. When 21 asks him how he intends to actually do this damage, the Monarch responds, “The same way I do everything amazing: by blowing my inheritance.”

Back in the Venture penthouse, Doc is starting to embrace his role as Warhammer’s muse as he plays it up for the camera. He realizes that Warhammer isn’t even in the room anymore.

Outside, Doc’s home has been transformed into a party. The room is flooded with changing colored lights. Doc walks past the silent Murder Bear from season 4 and a man dressed in an identical speedsuit. We also see some other familiar background villains at the party, including Vain Gloria, Brick Frog, the Plug Face guy, and the flower-themed villainess who attempts to hit on Shore Leave at Don Hell’s nightclub in season 5.

Dr. Venture asks around for Wes and Serpentine tells him that he’s old news, and that Warhammer has already moved on to new muses. Doc’s feelings are clearly hurt. He suddenly realizes that members of the Doom Factory are stealing all of his super science equipment in the middle of the party.

Brock and Rocco pull up to the ninja-themed restaurant. They mistake the ninja waiters for real ninjas. Brock admits that his gun isn’t loaded, so they’ll have to use their hands. Rocco tells Brock that he knew a man like him in his unit in Afghanistan, and he starts to recommend the same book that 21 was reading earlier in the episode. Brock is not interested in his advice and gets out of the car.

Inside the restaurant, Sirena attempts to reason with a pouting Hank. “Come on, you’re not the first good guy I’ve dated. Get over it!” Hank admits that her dating other good guys doesn’t bother him, but he worries that she’s only interested in him because it will make her dad angry.

Sirena tells him that she really likes him, and that she is impressed with the skits he had planned throughout their date. She says that guys usually only want to get her drunk and mess around. “I don’t believe in doing that,” Hank says honestly. “What do you believe in?”, Sirena asks him, smiling. Hank gives a speech about his beliefs à la Crash Davis in the Bull Durham, ending with, “And I believe in long, slow, deep, soft, wet kisses that last three days – stopping only to go to the bathroom, obviously.”

“Do you want to do something crazy?” Sirena asks. “Sister, you had me at ‘crazy’,” Hank responds.

Back at the Doom Factory lair, the Monarch and 21 are duct taping explosives to the poles in the building. The Monarch wants to set off the explosives right as they jump out in order to look as cool as possible. 21 protests, but the Monarch presses the detonator button anyways. They grab Silver Cloud balloons and jump out of the window.

21 lands smoothly on his Morpho scooter, but the Monarch’s coat tails get stuck in the lair window as he tries to jump. Thankfully, the explosives only release tiny clouds of smoke instead of actually detonating. Immediately after, the Doom Factory lair rises off of its stand in the water and flies away, the Monarch still stuck in the window. 21 and the Monarch yell “DUDE!” at each other as the Monarch flies away.

Inside the restaurant, Brock and Rocco disguise themselves as fellow ninja waiters and start to beat up another waiter, still unaware that it is just a restaurant. They are stopped by the Brown Widow, who shows them to the couple’s booth. They are both gone.

Brock and Rocco run out of the restaurant, where Pete and Dean start to take their photo, still playing their paparazzi roles. Brock punches Pete in the face before realizing who they are. He tells Dean to wait in the car. As the bodyguards run away, Billy, who is dressed as a homeless vet, asks, “Why didn’t we get to be ninjas?”

Sirena dives into the New York Bay, the Statue of Liberty far behind her. She reveals that her skin has to get wet every six hours. After some encouragement, Hank cannonballs in after her. He yells about how cold the water is, which the nearby bodyguards hear, and Sirena dunks his head to shut him up. She kisses him under the water.

The Monarch is inside the Doom Factory as it flies over the city. It stops at the Venture rooftop and a ramp lowers down so that the Factory members can haul their stolen goods inside.

Dr. Venture is talking to Warhammer, asking him if he intends to steal everything and leave him with nothing. Warhammer says that Eenie gave him a watch that allows him to talk to God, but he doesn’t have anything to say. He gives the watch to Doc, who realizes that it is just his communicator watch spraypainted gold.

“That Eenie’s a little thief, is what she is! You ALL are!” Doc yells angrily as Warhammer climbs up the ramp into the Doom lair. Warhammer looks at Doc weirdly and responds in an obvious tone, “Um, yeah.”

As the Doom lair flies away, the Monarch finally jumps off of it and lands near Doc. “Good evening, citizen!” he says to his nemesis. The detonator falls out of his pocket and lands on the button. The Doom Factory explodes in a massive ball of fire.

Hank and Sirena are locking lips as the explosion lights up the sky behind them. “Fireworks,” Hank sighs dreamily as they pull away from each other. The camera pans out to show Rocco putting a coat on Sirena’s shoulders, and Brock lifting Hank by his underwear.

In the post-credit scene, Dr. Mrs. the Monarch wakes up in her farm girl outfit on her bed with a Morpho dart sticking out of her butt. She sits up and sees the Monarch lying on the floor with a Morpho dart coming out of his shoulder. She runs to him and holds her husband in her arms.

The compact phone rings, and Dr. Mrs answers it to find that Phantom Limb is on the other line. “You were right, Councilwoman. He struck again. What do you need to stop him?”

The pacing of this episode was slower than most of season 6, so it felt somewhat more like previous Venture seasons. It was probably the lack of Council drama that caused the slower pace. I don’t mind the episodes that pack more in, but it was definitely nice to have some focus on the Venture brothers themselves.

We were all looking forward to Hank’s date, and it did not disappoint. I love Hank. Even when dressed exactly like Michael Jackson, Hank is constantly and unabashedly himself. His little skits for Sirena were heartfelt and embarrassing, just like him. I also loved that Hank wasn’t the first good guy Sirena had dated – it takes away the ‘princess locked in a tower’ angle to their relationship and gives their relationship normality and realism. Unlike Hank and Dean, she is not sheltered and naive; she’s had real life experiences. I can’t wait to see what she teaches Hank.

Jackson and Doc have truly outdone themselves in character references in this episode. The amount of brainstorming, research, and character design that must have gone into creating the Doom Factory is unbelievable. Researching the Legion of Doom and Warhol Factory members to figure out each character was so much fun.

I have so much respect for Doc and Jackson and for the amount of work they put into this show. This episode – and this entire season – is a reminder that the Venture Bros is a labor of love. If you’re one of the people who constantly complain about the wait between seasons, I invite you to rewatch this episode in particular to see just how much work goes into the Venture Bros.

Remember those posters I keep talking about? It seems that the second two may not be released on AsSeenOnAdultSwim.com after all. Today Adult Swim released the .jpg files of all four posters on their Facebook page, inviting us to print ’em out or use them as a background. The files are extremely high res, so if you missed the first two or are interested in completing your collection, you could easily take these files to a print shop and get them printed. The first two were 18″ x 24″ and printed on 100 lb. uncoated cover stock.

This week’s Shirt Club continues the Warhol theme. It features the Brillo Box parody we saw in the episode, and it is one of my favorites so far (but, as you can tell, I’m pretty biased towards all things Warhol!) Check it out here!

Special thanks to the Venture Bros subreddit for the help with the Legion of Doom references! As always, please let me know in the comments if I missed anything, as this episode was extra packed with references that I probably missed.