Wander Over Yonder Wiki
Wander Over Yonder Wiki
"The Brainstorm"
S1e13b Lord Hater thinking about it
Lord Hater trying to think whether or not Peepers' invasion plot to Flendar will work.
Season: 1
Production code: 123b
Broadcast number: 23
Story by:
Lauren Faust
Ben Joseph
Craig McCracken
Johanna Stein
Written by:
Ben Joseph
Storyboards by:
Mark Ackland
Directed by:
Dave Thomas
Broadcast Information
Disney Channel US Premiere:
August 22, 2014
Disney XD US Premiere:
June 17, 2014
International Debut:
June 27, 2014 (Disney XD Brazil and Latin America)
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Paired with
"The Lonely Planet"
We need a completely new idea... Yeah, something fresh and edgy. Something that really pops. Something totally Wander-proof. ...Peepers! Reserve a conference room! It's time for...

— Lord Hater right before the episode title.

Before one of their invasions to a planet, Peepers tries to think of ways to invade it, but Lord Hater constantly rejects every one of them, since he knows Wander will foil it. Peepers tries to think of a plan that's foolproof so they can succeed.

Episode Summary[]

The episode begins with Lord Hater successfully taking over a planet, Flendar, and overthrowing a king with an army of Watchdogs and complimenting Peepers for his brilliant plan. However, this turns out to be a simulation that Peepers showed him for the actual invasion later. Lord Hater gets angry at Peepers because he forgot to see how Wander would thwart him. He suggests making a new plan, then instructs Peepers to reserve a conference room and come up with a brainstorm.

In the conference room, Lord Hater opens up the floor to Peepers. Peepers suggests replacing the army of Watchdogs with Doom Dragons, who would go around the planet wreaking havoc. But Lord Hater says that Wander would thwart him by taming the Doom Dragons with "the Power of Love" and Wander would then have control of the Doom Dragons.

Peepers then decides they won't even go to the fortress, but instead suggests blasting it with an electric laser, until Lord Hater says Wander would intervene by taking the batteries to power his portable radio. Peepers says they will have backup batteries, but Hater says that Sylvia would take those as well to power her own portable radio. Peepers then says that there will be lots of backup batteries, but then Hater says all the inhabitants of the planet will use those backup batteries to power their own portable radios as well.

Next, Peepers proposes kidnapping the princess and forcing Lord Hater to marry her, but he then says the princess would actually be Wander in disguise, and now he is married to Wander. Peepers rewinds the plan and recommends kidnapping the king instead, since without leadership, the planet will end up in chaos, until Hater says that Wander will show all the inhabitants how to live in peace and harmony, and also, somehow rescue the king.

Peepers then shows the blueprints for the experimental Planetary Mind-Combobulater. He explains the device lets Lord Hater control the planet with a single thought. Lord Hater thinks about this for a while, and then responds with, "No. Banjo." Peepers questions this response, and Lord Hater explains that the frequency of Wander's banjo would match the frequency of the Mind-Combobulater, causing a huge explosion. As a result, Lord Hater and Peepers would get zapped by it, and later wake up in a fishing village with no memories. They would start life anew as fisherman, until one woman, Rosa, comes between them. They'd fight over her affection until Rosa would end up with Ron the Baker. They would end up as sad old men contemplating their lives.

Peepers suggests blocking out the sun, and Lord Hater insists Wander would save them with a group hug. Next, Peepers suggests melting their ice caps, to which Lord Hater says Wander will throw a pool party. Peepers then suggests destroying all their agriculture causing them to starve, until Lord Hater says Wander would just give out something. A Watchdog suggests, "Sandwiches?" Lord Hater agrees with this Watchdog, Bob. But Bob was simply suggesting that they get some lunch. Peepers complains there is no time.

Not even one second later, Lord Hater and the Watchdogs are all having lunch. However, Lord Hater is having both his lunch and Peepers' lunch. He then says he was probably being too negative and should be more open to the ideas of his subordinates. At first, it seems like he is asking Peepers for suggestions, but it turns out, he is opening the floor to the rest of the Watchdogs. The Watchdogs start stating some of their own ideas, one of which was suggested by Peepers earlier. Peepers gripes to Lord Hater that this is going nowhere. He then asks to pitch the plan he showed him earlier again. Lord Hater lets him go ahead.

Peepers once again pitches using the army of Watchdogs. Lord Hater asks what if Wander distracts them by dancing and Sylvia pulls their pants down. Peepers says they will be given tighter belts. Lord Hater then asks what happens if she ties the Watchdogs' shoelaces together. Peepers reminds him the Watchdogs don't even have shoelaces. Lord Hater then asks what if Wander poses as himself and orders the attack to be called off. Peepers says they will bring an x-ray scanner. Hater then becomes concerned that Wander will have a picnic and invite the other Watchdogs and because his pies are so good, they all go. Peepers says they'll have giant ants. Then Lord Hater worries they'll have a giant anteater. Peepers suggests a giant anteater eater, and so on and so forth.

Lord Hater then asks what if Wander challenges him to some carnival games. Peepers says he should ignore him if this happens. Lord Hater's concerns about Wander get increasingly more ridiculous and unrealistic, like Wander flying in at the last second and firing a shrink ray from his eyes that makes him, Peepers, and the Watchdogs teeny tiny, then Peepers shouts "He can't do that!", in which Lord Hater replies "Are you sure?" Then Peepers says they'll bring a radioactive power-absorbing crystal just in case.

Lord Hater finally becomes convinced that the plan will actually succeed, but then remembers Wander's banjo. Knowing Wander will thwart every plan, Hater calls the invasion off.

After all the Watchdogs leave, Peepers gives Lord Hater a pep talk about the fact he won't let Wander get in his way and do his usual evil things. Lord Hater is more confident now and calls the invasion back on, and Peepers asks what plan they'll use. Lord Hater suggests the first plan was good, and the invasion begins.

Unfortunately, in the end, the invasion is thwarted by Wander's banjo, just as Lord Hater predicted.


For a full transcript of The Brainstorm, click here.


End Credits[]

The end credits take place with Lord Hater and Commander Peepers as sad old men like Lord Hater imagined earlier in the episode, while "Who is the universe's loneliest evil-doer" plays, Old Hater and Old Peepers see Rosa with Ron the Baker and Old Hater and Old Peepers are about to cry, then the logo pops up while Lord Hater whispers "Rosa!"


Click here to view more images from The Brainstorm.
The image gallery for The Brainstorm may be viewed here.

Memorable Quotes[]

Lord Hater: If we attack with Doom Dragons, Wander's just gonna show up and tame 'me with the "Power of Wuv" or something gross like that. Now, Wander has an army of Doom Dragons! Great work, Peepers!

Peepers: We just destroy them with an electric laser. Wham! Bam! Perfect plan!

Hater: Until Wander takes its batteries.
Peepers: We'll bring backup batteries.
Hater: He'll take those, too!
Peepers: We'll bring lots of backup batteries.

Hater: Peepers, will you just think for one second before you talk, okay?!
Peepers: We'll steal the princess, force her to marry you, then the entire planet will rightfully be yours.
Hater: Unless, that was simply Wander disguised as the princess! And now I'm married to Wander! Is that what you want, Peepers? For me to marry the person I hate the most in the entire universe?
Hater: The vibrational frequency of Wander's banjo will just happen to match the frequency of the Mind Comma-Lom-Bom-Bulator –

Peepers: It's Combobulator.

Hater: Whatever. Causing it to explode. The Bob-Call-You-Later will zap us, and we'll wake up in a fishing village, no idea who we are or how we got there. We'll start over as simple fisherman and – life will be good. That is, until Rosa shows up.Our competition for Rosa's affection, will destroy our partnership. And she'll end up with Ron the baker! We'll both end up sad old men, wondering what might have been. Why couldn't you just let me have her, Peepers? (banging the table) Rosa and I would have been so happy together!! (he sobs) Anyway, that's why your dumb Comb-Over-Embulator won't work.

Commander Peepers: What if we block out the sun?
Wander: Warmth-generating group hug!
Peepers: Melt their icecaps?

Wander: Pool party planet!

Lord Hater: What if Wander challenges me to some carnival games?!
Commander Peepers: Then, you don't. Play. The games.

Hater: What if Wander flies in at the last moment and shoots a shrink ray from his eyes that makes us all teeny-tiny?

Peepers: HE CAN'T DO THAT!!!
Hater: Are you sure?

Peepers: We'll bring a radioactive power-absorbing crystal, just in case!

Lord Hater: Banjo.

Background Information[]

  • This is the first episode to have a fake-out opening.
  • First episode where Sylvia appears but has no dialogue.
  • Wander only has two lines in this episode.
  • If you look closely, you can actually see Wander's legs under the princess before Hater reveals that the Princess was Wander in disguise.
  • The Season 1 poster looks like the end-of-episode shot for this episode. This proves that part of the Season 1 poster could have been taken from this episode.
  • Unlike most episodes, the title is not in bubble letters. Instead, the title is all in lightning bolts.


  • This is the first episode where Lord Hater and Peepers take up the whole plot of the episode, leaving Wander and Sylvia regulated to the background.
  • Hater says "If we attack with Doom Dragons, Wander's just gonna show up and tame them with the power of love or something gross like that.", which is a reference to "The Egg".
  • This is the first episode where a character blushes (specifically the Watchdogs).
  • Third time the Watchdogs chant "Hate's great! Best villain!" ("The Greatest", "The Little Guy").
  • Second episode where a Watchdog besides Peepers is named ("The Little Guy").
  • Third time the title card finishes someone's sentence, second for Lord Hater. ("The Greatest", "The Hero").
  • Second episode where Wander and Sylvia play minor roles. ("The Bounty")
  • During the animatic, the "Who is the universe's awesomest evildoer" is parodied as "Who is the universe's loneliest evildoer".
  • This is the second time the infamous "Wilhelm Scream" is heard ("The Picnic").
  • Third episode where the title card's font is different ("The Pet", "The Hero").
  • The background music played during Peepers' explanation of the Mind Combobulator is the same music played during Lord Hater's monologue in "The Birthday Boy".
  • Second time Lord Hater puts Wander's abilities in high regard, while Commander Peepers does not, only to be proven wrong later in the episode. ("The Prisoner").
  • This is the second time Wander is actually shown facing Lord Hater, as seen in the part where different ant-eating species are shown, he is seen getting angry against Lord Hater's choices. The first time was in "The Day", but he was asleep that time.
  • Like with "The Bounty", the banjo strum is replaced by the electric guitar sound, to fit in with the Lord Hater theme.
  • Lord Hater calls Commander Peepers' Planetary Mind Combobulator a "Mind Comolombobulator", a "Bob-Call-You-Later", and a "Comb-over Emulator".


  • Hater mentions the times that Wander played a song ("The Birthday Boy"), had a picnic ("The Picnic") and challenged him to a contest ("The Greatest").
  • The Doom Dragon from "The Egg" reappears along with others of its kind. Lord Hater even mentions the "Power of Love" from said episode.


  • When Peepers brings out the blueprint for the Planetary Mind Combobulator, Lord Hater thinks up another scenario. When the scenario is done, the blueprint is no longer on the table.
  • During Lord Hater's prediction to the failed laser plan, he says that Wander takes the batteries and uses them for the various cassette players, but the battery compartment for the laser is really large and the batteries would be too big to fit in them.
  • The belts worn by the Watchdogs in Peepers' idea permanently disappear after just one shot of them.
  • When Sylvia pulls down the Watchdogs' pants, only three of them were seen with their pants pulled down but when the camera zooms out to frame her, all of them have their pants pulled down.
  • When Wander is dancing to music his left black line on his shoe is gone.


  • Symphony No. 9 in D minor (Ode to Joy) - The "banjo banjo banjo" music is set to the tune of the final movement of this Beethoven symphony.
  • Star Wars IV: A New Hope- The iconic cover for Star Wars IV is referenced twice when Lord Hater and his army are defeated by Wander in both in "banjo , banjo, banjo" scene and at the end of the episode.
  • Superman (comics)- The scene where Wander flies in with a cape and uses vision based powers may be a nod to Superman. Also, Peepers suggests using a radioactive power-absorbing crystal that zaps Wander's powers and weakens him. This can be seen as reference to Kryptonite, a substance deadly to Superman, though in this instance, the red gem that was used in Peeper's plan can be seen as a reference to red kryptonite, as its traditional effects involve temporarily stripping Superman of his powers.
  • Looney Tunes - Peepers' plan of using a laser to blow up Flendar may reference Marvin the Martian in the Looney Tunes. Marvin uses a giant laser to try and blow up the Earth, as it blocks his view of Venus.
  • Dragonball Z - Specifically the original English dub where Peepers' comment about blasting Wander into the next dimension was a way to downplay a character's onscreen death.

Production Information[]

  • This episode was revealed on MSN TV listings.
  • The pose of Wander and Sylvia standing triumphantly while Wander holds up his banjo is the same pose as one of the promotional posters for the show's premiere.
  • The "Ode to Joy" banjo song was recorded by Andy Bean overdubbing his voice 15 times to sound like a full choir.[1]

International premieres[]

  • June 27, 2014 (Disney XD Brazil and Latin America)
  • August 2, 2014 (Disney XD Poland)
  • November 1, 2014 (Disney Channel Japan)


designates a character who appears but does not speak in this episode
designates a character that did not appear in this episode


"The Lonely Planet"
Episodes Next:
"The Toddler"
v - e - dWander Over Yonder
Season 1
"The Greatest" | "The Egg" | "The Picnic" | "The Fugitives" | "The Pet" | "The Good Deed" | "The Prisoner" | "The Bad Guy" | "The Troll" | "The Box" | "The Hat" | "The Little Guy" | "The Ball" | "The Bounty" | "The Hero" | "The Nice Guy" | "The Time Bomb" | "The Birthday Boy" | "The Tourist" | "The Day" | "The Night" | "The Lonely Planet" | "The Brainstorm" | "The Toddler" | "The Fancy Party" | "The Epic Quest of Unfathomable Difficulty!!!" | "The Void" | "The Party Animal" | "The Gift 2: The Giftening" | "The Date" | "The Buddies" | "The Liar" | "The Stray" | "The Big Job" | "The Helper" | "The Funk" | "The Enemies" | "The Rider" | "The Gift"
"The First Take" | "The Smile" | "The Killjoy" | "The Theme Song" | "The Bathroom Break" | "The Planetary Conqueror" | "The Sharpshooter" | "The Glitch" | "The Caller" | "The Whatever" | "The Big Finish"
Season 2
"The Greater Hater" | "The Big Day" | "The Breakfast" | "The Fremergency Fronfract" | "The Boy Wander" | "The Wanders" | "The Axe" | "The Loose Screw" | "The It" | "The Cool Guy" | "The Catastrophe" | "The Rager" | "The Good Bad Guy" | "The Battle Royale" | "The Matchmaker" | "The New Toy" | "The Black Cube" | "The Eye on the Skull Ship" | "The Secret Planet" | "The Bad Hatter" | "The Hole...Lotta Nuthin'" | "The Show Stopper" | "The Cartoon" | "The Bot" | "The Family Reunion" | "The Rival" | "My Fair Hatey" | "The Legend" | "The Bad Neighbors" | "The Party Poopers" | "The Waste of Time" | "The Hot Shot" | "The Night Out" | "The Search for Captain Tim" | "The Heebie Jeebies" | "The Sick Day" | "The Sky Guy" | "The Robomechabotatron" | "The Flower" | "The End of the Galaxy"
"The Pilot" | "2012 San Diego Comic-Con trailer" | "2015 San Diego Comic-Con trailer" | "The Hiatus"