Head : Dr. Mindbender
Helmet : Barrel Roll (mod. w/ horns)
Chest : Zartan (mod. w/ spy troops gear)
Upper arms : Sand Viper
Lower right Arm : Viper
Lower left arm : Don't matter (mod. w/ Electric Eel claw attachment)
Waist : Black Out and Destro
Thighs : Pit Viper (mod. w/ spy troops gear)
Boots : Viper

Dr. Mindbender was once Cobra's chief interrogator. But after deciding he wanted to further his studies he resigned from the position and offered it to one of his top pupils, a man now known as the Interrogator.

Mindbender's focus: Advanced infantry. Due to the Joes combat skills, Mindbender knew the reason for many of Cobra's defeats was fear. His idea of a soldier consisted of supreme fire power, heavy armor, superior military techniques, and a complete lack of conscience. He then collaborated with Destro and began using his M.A.R.S. technology to create the B.A.T. (battle android trooper). The project was a success, but Mindbender felt it was still flawed. The B.A.T.S. did not possess the common sense it takes to make logical decisions.

He then advanced his studies and began to research cloning capabilities and created a concept called the Viper project. The Vipers were to be a cloned army based on the same premise as the B.A.T.S. but with a controlled conscience. This would give the soldier the capability of making a decision that would not be based on simple programming. Although more vulnerable than the B.A.T.S. , the Vipers were to be far more superior in every category. Completely aware of it's environment with the agility and reflexes to use it. Cobra Commander supported and green lit the project.

Dr. Mindbender immediately began construction of a prototype using the DNA strands of histories greatest conquerors. Due to the complexity of the strands, Mindbender began to notice unstable qualities and formed a contingency plan to use less sophisticated strands for future Vipers, which was also in preparation. The final calculations were made and the countdown began.

The creation awoke and rose from its table. Cobra Commander made his approach toward the new weapon so that it may receive its first order. BAM!!! The Commander hit the ground. The creation stood over him demanding that the next one to approach must first bow. Dr. Mindbender stood astounded and fascinated for he realized his creation knew exactly who and what it was. Cobra Commander's loyal Crimson Guards raised their weapons against the creation, and in attempts to protect it, Mindbender activated a deflector shield. The rounds fired ricocheted wounding many of the Cobra associates who were to be witness in celebration to this event. However Mindbender was now trapped in the protection bubble with his creation. It then turned on him and began smashing his body into computer consoles which eventually deactivated the shield. The creation held Mindbender over his head and threw him into a cloning tank. Shattering the glass, Mindbender was splashed with corrosive acids leaving him disfigured and scared, nearly loosing his left arm. The creation then began to activate the sequences to complete the first unit of Vipers, and the Cobra civil war begun.

Cobra Commander fled underground, Tomax and Xamot returned to Extensive Enterprises, and the Baroness was last seen dragging Destro (who was thought to be dead) into a helicopter making their escape. Dr. Mindbender remained by the side of his greatest creation, the self-proclaimed Cobra emperor, Serpentor.