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"Face Your Fears" is the 22nd episode of Season 1 of OK K.O.! Let's Be Heroes and the 22nd episode overall.

Official Synopsis

Our heroes play an arcade game that makes them face their greatest fears.[1]


K.O. and Radicles run into the bodega excited about a new game, Face of Fear. They tell Mr. Gar that it changes your fear resistance level if you beat it, so he checks out their new fear resistance levels. Radicles is 10, and K.O.'s is 15. Mr. Gar checks his own to find that it is an 8. He immediately goes to the machine, and challenges it on the maximum level. He immediately becomes incapacitated, which in turn causes Dendy to come over and transfer Radicles subconscious into Mr. Gar's fear. Suddenly, he gets overtaken by fear, and the same happens for Enid. So, K.O. goes in and tries to help all three.

In the next shot, we see him in Enid's fear, or the more self conscious part of her. K.O. then proceeds to reassure all three of her core personality traits that there is nothing to be ashamed of, and enter into Radicles' fear with Enid. While they are in there, they discover that Radicles' fear is none other than being too emotional. And so, Enid and K.O. start to cry, showing Radicles that it is okay to show your feelings sometimes.

Then, the three of them proceed to Mr. Gar's fear. When they arrive, they find Mr. Gar kneeling before a figure named Laserblast, which turns out to be a superhero he used to work with. They get rid of him by releasing K.O.'s fear, an evil version of himself, only to find that Mr. Gar's real fear is Carol, K.O.'s mom. After K.O. gives his mom a hug, they return to the real world. The four of them question Mr. Gar about his fear. He flashbacks to the same scene from "We Messed Up", which seems to hold some significance to the bigger story.






  • There is a brief glimpse of Mr. Gar's hero level, which is shown to be level "10". This is possibly due to him not having updated his Pow Card, as he stated it hadn't been updated since he left P.O.I.N.T. despite his level is eleven.
  • K.O. says Laserblast was a great hero from before he was born, implying he is either retired or dead.
  • The portrait of Enid in a witch outfit foreshadowed to the episode "Parents Day". The portrait of Enid in a ninja outfit foreshadowed to Enid's flashback in "You Have to Care".
  • In the version of the episode released in the UK, the scene where K.O.'s head is opened for the dark blob to enter is cut out.

Production Notes

  • Despite the episode taking place during Season 1A, the episode was produced after the mid-season finale because the writers and storyboard artists for this episode needed to complete "Legends of Mr. Gar".[2]


  • The sandwich flashback was featured in this episode as it was shown in "We Messed Up" and "Know Your Mom". K.O. replied it was the same flashback.
  • This episode was intended to be aired after "We Got Hacked" as that episode acknowledges about Enid's and Rad's insecurities that is explored in this episode.
  • Details about Laserblast were shown since he was pictured from a newspaper from "Know Your Mom".
  • Laserblast's status implied he was inactive until more details in "Let's Take a Moment".
  • Mr. Gar's version of his Pow Card shows him doing the same pose from Enid's flashback in "Legends of Mr. Gar".

Cultural References

  • The exit doors in the Face of Fear game resembles the star from Steven Universe's t-shirt from Steven Universe.
  • When K.O. enters Enid’s fear, a path of blue flames illuminates leads to and around a circular platform parallels the first battle with Magus from the Super NES/Super Famicom game Chrono Trigger. The music that plays during the scene appears to be composed in homage to the piece that plays during that same battle.
  • The "cool Enid" portrait from Enid's fear sequence, looks like Chloe LMAO, from the vine video when a girl dances to a-ha's "Take On Me".



Click to view the gallery for
Face Your Fears.


View the episode's transcript here.

References List

Pilot Lakewood Plaza Turbo
Shorts KOEnidRadCarolEnid's Bad DayBarrels and CratesRad CriesRad's VanCommercialPower-Up!!!DendyBoxmore InfomercialLet's Do It Together!
Season 1 A: Let's Be HeroesLet's Be FriendsYou're Everybody's SidekickWe Messed UpJethro's All YoursYou're Level 100!I Am DendyPlaza ShortsSibling RivalryYou Get MeDo You Have Any More in the Back?Just Be a PebblePresenting Joe CuppaMy Dad Can Beat Up Your DadWe've Got PestsYou Are RadLegends of Mr. GarWe Got HackedPlazalympicsWe're CapturedKnow Your MomFace Your FearsEverybody Likes Rad?You Have to CarePlaza PromT.K.O.

B: Stop Attacking the PlazaWe've Got FleasOne Last ScoreSecond First DateNo More Pow CardsLet's Watch the PilotA Hero's FateGlory DaysParents DayLet's Have a StakeoutThe Power Is Yours!Rad Likes RobotsKO's Video ChannelVillains' Night OutVillains' Night InBack in Red ActionOK Dendy! Let's Be K.O.!Let's Take a MomentRMS & Brandon's First EpisodeMystery Science Fair 201XLet's Not Be SkeletonsLad & LogicAction NewsYou're in Control

Season 2 A: Seasons ChangeLord Cowboy DarrellHope This FliesThe Perfect MealPlaza Film FestivalBe a TeamMy Fair CarolPoint to the PlazaThe So-Bad-icalLet's Watch the Boxmore ShowYour World is an IllusionRed Action to the FutureTKO's HouseSpecial DeliveryDendy's PowerWisdom, Strength, and CharismaBittersweet RivalsAre You Ready for Some Megafootball?!Mystery SleepoverFinal Exams

B: Soda GenieCarolQuestBoxman CrashesCrossover NexusPlaza AloneAll in the VillainyMonster PartyGarQuestSuper Black FridayWhacky JaxxyzSidekick ScoutsProject Ray WayI Am JethroBeach EpisodeRad's Alien SicknessKO's Health WeekGar Trains Punching JudyOK A.U.!Dark Plaza

Season 3 We Are HeroesKO, Rad, and Enid!Let's Meet SonicTKO Rules!K.O. vs. FinkChip's DamageThe K.O. TrapWhatever Happened to... Rippy Roo?Planet XDeep Space VacationBig RevealRadical RescueYou're a Good Friend, KOLet's Get ShadowyRed Action 3: Grudgement DayCarlDendy's Video ChannelLet's Fight to the EndThank You for Watching the Show