When a particularly ambitous and charismatic Crimson Guardsman grew weary of Cobra Commander's eccentric and elaborate schemes, he persuaded a number of his peers and still others in different divisions of the organization to rise up in revolt against the existing hierarchy. Declaring himslef "Overlord," he led a brief and bloody rebellion that threatened to destroy the delicate balance of varied and competing interests the Commander had organized into the Cobra alliance.

Ultimately it was a core group of the Commander's mercenary henchmen who put an end to the rebellion through strategy, deceit and the careful placement of undetectable explosives beneath Overlord's personal modified H.I.S.S. tank.

The resulting blast didn't kill the upstart, however, and the Commander was glad to learn this, preferring a more typically elaborate and eccentric punishment for the man who tried to take what was his.

So the Commander had Dr. Mindbender preserve Overlord's mind, complete with his natural gifts for strategy and tactics, but stripped of the ambition that had defined it. Of course, he didn't want Overlord's personality and memories erased completely. He wanted his one-time rival to be at least partially aware of what he had been and what he'd become after being transplanted into the crude cyborg body Mindbender and Destro created for him.

Now trapped by his programming and tortured by the shadow of his own identity and aspirations, Overkill provides Cobra's robotic B.A.T. legions with the tactical advantage of a brilliant human mind, making them significantly more dangerous than the mindless engines of destructioin they once were.

It's a hellish existence, made bearable only by the fleeting experiences of joy he is allowed when personally indulging his homicidal rage on the battlefield.

I've seen some pretty impressive takes on Overkill in recent months, but none has really felt right for my particularly take on the character. As the backstory above indicates, I see him as sort of an evil RoboCop, being manipulated to serve a power he'd rather destroy.
His cyborg body is all about function, being a combination prison and war machine. So I wanted it to have a grotesque, almost peicemeal look to it.

And I wanted to make sure he had enough arm attachments with various, deadly attributes to live up to his name.

I haven't made the Overlord figure yet, but it's in the works. Meanwhile, what do you guys think of this?

thats a Fantastic take on him. great use of parts, love it.

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I like this take on him. Well done.

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That's so cool. Great use of parts. And, that background story is just plain evil.

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Awesome! Now I know what to do with my leftover ROC CC torsos

My only critique is that I'd like to see him a little "greased" up with a dark wash to really bring out the details in his upper body. But if you're going for the pristine look, you nailed it.

Great custom all around - especially love the helmet/Rex mask combo - works perfectly.

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Very cool take on the character, and executed professionally.

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Very interesting take.

I agree with Chief, he needs a bit of weathering.
I also find the yellow looking a bit out of place for some reason.

And a personal pet peeve, but to me it's not Overkill until he has the ghoulish green skin and blank eyes of the 2003 Spy Troops version.

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Great googley moogley! That is a great custom that I have to steal. I love how you put him in a B.A.T color scheme.Awesome work.

I really love this take on Overkill...the backstory really sells the figure and the figure really sells the backstory...if that makes sense. I like the BAT color scheme, too...at first I wondered why yellow, and then I was like "duh...BATs." Love all the attachments and the hoses and "control boxes" (I don't know what you'd call them) really make the figure shine for what he is.

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Joer! custom to pass me a true friend who loved the piece as elected to do so, and various accessories are good to make in order super friend thank you very much for sharing!

Thanks for all the kind words.

I may go ahead and grime him up at some point, but after I've "introduced" him officially in the dio (this would be his fresh-off-the-factory-floor look).

As for the necrotized flesh/blank eyes of the SpyTroops version, I liked that look as well. But to me that approach makes the character far less human (more like a corpse reanimated through robotics). With my interpretation of the character, he needs his humanity relatively intact for the torturous aspect of his existence to mean anything. Does that make sense?

I'm glad folks are appreciating the B.A.T. pants. I see those as part of the insult added to injury. Mindbender went ahead and dressed this guy like the soulless automatons he's now forced to keep company with. That kind of thing.

Thanks again for taking the time to look and to comment, all. I appreciate it.

Great looking custom, Spin. Love the back-story and an awesome use of parts.

- Doc

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Overkill is the stupidist character ever created by Hasbro, well at least in the late 80's, way to sci-fi for me.

With that being said, this is one of the best customs of Overkill that I have ever seen. So many different attachments and all are flawless. A simply fantastic character. The head is a perfect battle scarred head.

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This figure works incredibly well with the back story you wrote. Awesome work.

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All of the interchangeable parts on this make it great. Nice base design, too, with the B.A.T. legs.