While flying to Marrakech, the X-1 is intercepted by fighter planes and instructed to land. On the ground, the airmen curtly state that the jet has violated secure airspace. Dr. Venture begins to reply, but the soldiers cut him off, insulting his scrawny frame and calling him "Grandpa." When Brock Samson produces his Office of Secret Intelligence agent identification, he is shocked to learn that his license to kill has expired.
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| - While flying to Marrakech, the X-1 is intercepted by fighter planes and instructed to land. On the ground, the airmen curtly state that the jet has violated secure airspace. Dr. Venture begins to reply, but the soldiers cut him off, insulting his scrawny frame and calling him "Grandpa." When Brock Samson produces his Office of Secret Intelligence agent identification, he is shocked to learn that his license to kill has expired.
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| - "No Vacancy" by J.G. Thirlwell
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- "Hank, seriously. When I get my license back I'm allowed to kill you."
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| - While flying to Marrakech, the X-1 is intercepted by fighter planes and instructed to land. On the ground, the airmen curtly state that the jet has violated secure airspace. Dr. Venture begins to reply, but the soldiers cut him off, insulting his scrawny frame and calling him "Grandpa." When Brock Samson produces his Office of Secret Intelligence agent identification, he is shocked to learn that his license to kill has expired. The incident sends both of the men into depression, with Brock losing his purpose in life and Venture frantically grasping at his faded youth. Hank Venture and Dean Venture attempt to cheer Brock up, finally volunteering to help him pass his recertification exam. In the meantime, Venture drags out his "swinging single" wardrobe and buys a new sports car and a toupee. Dressed in a hideous ensemble he thinks is fashionable, he begs Brock to accompany him for a "boys' night out." Brock reluctantly agrees, if only for entertainment purposes. Temporarily unsupervised, Dean dares Hank to drink a disgusting mixture he concocts. After agreeing to the stakes (their grandfather's baseball glove, $15, and Dean's slavery for the remainder of the night), Hank closes his eyes and downs the awful drink. He then proceeds to command Dean to perform a series of demeaning chores. Venture and Brock pull up to a nearly deserted strip club. While Venture flirts awkwardly with the strippers, the bartender mocks Brock's mullet haircut, sending the bodyguard into further depression since he can no longer kill with impunity. He meets one of the strippers in the restroom for a sexual encounter, but is unable to perform due to tantalizing memories of his secret agent adventures. Improbably, a woman begins showing interest in Venture; he fails to recognize that "Charlene" is a thinly-disguised Dr. Girlfriend. She continues the charade while remaining in contact with the Monarch through a communications link. Venture takes her back to the Venture Compound, where he begins fumbling for a condom; while he is distracted Dr. Girlfriend delivers an injection to his neck that knocks him out cold. The next morning, Brock continues to mope over his expired license. Dr. Venture struts through the kitchen, none-too-subtly announcing his perceived "score" from the previous night and proudly displaying the "hickey" on his neck and his "two" cups of coffee. Dean and Brock are sitting at the table going through a sample exam of the secret agent exam. As he returns to the bedroom with two mugs, Brock says "Monarch's outside." As "Rusty" returns with the coffee he is dismayed to find Charlene gone. Still smitten, he calls her and insists on another "date". Dr. Girlfriend agrees, leading to an argument with the Monarch over her motives. Hank appears in a sweat-suit, commanding the bodyguard to drink a glass of raw eggs before beginning an exercise regimen. Hank revels in his role of trainer, verbally abusing Brock while putting him through an exhaustive fitness routine. Dean does his part by helping him study for the written portion of the exam. Brock attempts to alert Venture to the growth that has consumed one side of his face, but the lovestruck doctor dismisses the bodyguard's brief display of concern. The next morning, a pessimistic Brock leaves to take his recertification exam. Seconds later, Hank and Dean hear a blood-curdling scream from their father's bedroom. They investigate and find that Venture has turned into a gigantic caterpillar with a human face. The distraught scientist attempts to find a chemical solution to his predicament, but his prolegs can not manipulate the equipment and H.E.L.P.eR. proves useless. Resigned to his fate, he tries to convince H.E.L.P.eR. and Hank to shoot him. The Monarch and Dr. Girlfriend continue to quibble over Venture's fate. When she expresses sympathy for him, the jealous Monarch accuses her of sleeping with him. She responds that he is nicer than she thought he would be and regrets injecting him with the serum. At the exam, Brock refuses to fire a handgun, destroying several cardboard targets by hurling the firearm and several others with his knife. On the written portion, he merely doodles. The examiner initially seems disgusted by Brock's incompetence, but soon confesses that Samson has fulfilled his every expectation; Brock had not only saved the life of the examiner's father (who spoke very highly of Samson to his son), but babysat the examiner himself decades ago. Venture's new insectile instincts move him to spin a cocoon from the laboratory ceiling. He is surprised by Charlene, who says goodbye and gives him a final kiss... and then injects him with another mysterious compound. The final scene shows Venture awakening naked and restored to his normal form on the lab floor — Dr. Girlfriend had administered the antidote. Brock later returns to the strip club and shows the bartender his newly restored to license to kill. After staring at it and Brock for a few seconds, the bartender is jumped by Brock, leading to a possible off-screen beating.
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