Tony's first appearance in the film.
Tony threatening Crabby with his missile launcher.
Tony (along with another unnamed combat ship) being lifted up to one of the Lemons' oil rigs.
Professor Zündapp at the Lemons' oil rigs as seen through Finn McMissile's camera.
Zündapp looking at a television camera before telling a disguised Rod Redline that the camera is extremely dangerous.
Zündapp being called over by his two lieutenants, Grem and Acer.
Zündapp as Grem and Acer prepare to show the crushed remains of Agent Leland Turbo.
Zündapp suddenly seeing a large shadow cast over him.
Looking up, Zündapp
discovers that Agent Finn McMissile has been observing the Lemons.
Don crumlin behind a trunkov
Grem and Acer looking down to seeing Finn had dove into the ocean.
"Get to the boats!"-Grem and Acer rushing to prevent Finn from getting away.
Grem's evil laugh, thinking he and Acer have killed Finn.
Upon being told McMissile is dead, Zündapp believes no one will now stop the Lemons' diabolical plan.
Miles Axlerod leaving to circumnavigate and travel around the globe.
A newspaper detailing how Axlerod mysteriously vanished during his expedition.
Thirty-six days later, Axlerod is found due to having "survived" through nature's resources.
Axlerod having "converted" into an electric car.
Axlerod appearing on the Mel Dorado TV show.
Axlerod telling at the show that "Oil costs a big fortune", hinting his greed.
In his interview, Axlerod states nobody will use gasoline after watching the World Grand Prix which supports his new alternative fuel, Allinol, hinting that he's not really supporting the usage of alternative fuel and that his invention of Allinol is actually engineered gasoline.
Axlerod being asked by Mel Dorado why he did not invite Lightning McQueen to join the World Grand Prix.
Axlerod saying McQueen is taking a break from racing season before a WGP competitor, Francesco Bernoulli begins insulting McQueen.
Axlerod as the TV show gets an anonymous caller from Baltimore, Maryland.
When Mel Dorado gets a phone call from Radiator Springs, Axlerod's eyes widen when he hears Mater start to defend Lightning McQueen.
Axlerod hearing Mater defend Lightning McQueen from Francesco Bernoulli.
Axlerod hearing Lightning McQueen speak to the television show to defend Mater from Francesco Bernoulli.
Axlerod seeing how angered Francesco is when McQueen mocks him.
Axlerod is impressed and convincing McQueen to participate in the World Grand Prix.
Miles Axlerod hosting the grand opening party of the World Grand Prix in Tokyo, Japan.
Axlerod about to introduce the racers of the World Grand Prix to the press.
Zündapp, Grem, Acer and Redline at World Grand Prix's opening party in Japan.
“And now our last competitor, Number 95!” - Axlerod's Happy grin as he began to introduce Lightning McQueen
"Lightning McQueen!"- Axlerod introducing Lightning McQueen to the press.
Axlerod interviewing Lightning McQueen.
Axlerod and McQueen suddenly become startled when they hear Mater screaming.
Axlerod watching Mater drink from a fountain after the latter tasted wasabi.
Axlerod with Mater and McQueen.
"This is the bloke that called in to the television show." - Axlerod meeting Mater.
Axlerod realized something while Mater's joyfully speaking to the public...
“Ah! He's little excited, isn't he?” - Axlerod falsely blaming Mater for leaking oil, which ironically became a contributing factor to his downfall, as well.
Axlerod stares angrily at Mater as he keep pretending to be disgusted with him after leaking oil.
Axlerod after blaming Mater for the oil leak, slightly foreshadowing his true nature.
Grem and Acer finding Rod Redline in the men's bathroom.
Grem and Acer ready to attack Rod Redline in the bathroom.
Grem ramming into Redline, badly injuring him.
Grem about to charge at Redline
Grem and Acer cornering a badly injured Redline.
Grem and Acer about to attack Redline one more time.
Grem and Acer being interrupted when Mater appears out of a bathroom stall.
Grem and Acer ordering Mater to leave; not knowing that Rod secretly put the device containing the information on the Lemons' mastermind onto Mater.
Grem and Acer demanding Mater to leave.
"I gotta admit. You've tricked us real good."-Grem to a captured Redline.
Grem getting angry as Redline taunts him and the Lemons.
Zündapp greeting a captured Rod Redline before he tortures him.
Zündapp describing the "science" behind Allinol.
"When hit with an electromagnetic pulse, it becomes extremely dangerous."
"Smile for the camera."-Grem aiming the EMP emitter at Redline to torture him with it as he's being run on with Allinol.
"You were very interested in this camera on the oil platform. Now you will witness what it really does."
"You talked to a lot of cars last night. Which one is your associate?"-Acer interrogating Redline as he's being tortured.
"Could I start it now, Professor Z?"
After Grem turns on the camera, Zündapp reveals the camera is actually an electromagnetic pulse emitter.
Acer demanding to know who received important photograph of the Lemons' leader from Redline.
Zündapp explaining what the emitter is doing to the Allinol inside of Rod's fuel tank.
Acer getting infuriated when Redline refuses to reveal who he passed the information to.
Zündapp brushing off Redline's refusal to talk and how he can survive a cracked engine block.
"Unfortunately, there will be nothing to replace."
Zündapp noticing Rod's reaction upon seeing a picture of Mater.
"That's him! He's the one."
"Roger that, Professor Z."-Grem after Zündapp figures out Mater has the device.
Zündapp calling his
boss to inform him that Redline passed down secret information.
"I will take care of it before any damage can be done."
Zündapp announcing to the Lemons that their project is still on schedule.
"You will find the second agent, and kill him."
Grem receiving orders from Zündapp to use the EMP during the first race of the World Grand Prix.
Grem aiming the EMP at a racecar.
After hitting a racecar with the camera, Grem is shocked to see Mater in the pits.
Grem telling Acer that Mater is in the pits.
Grem resuming his position as Acer goes to confront Mater.
Acer's VIN number shown on Holley Shiftwell's computer.
Grem's evil grin and psychotic laughter after he injures another racer.
Acer and Petey Pacer ready to attack Mater.
Acer
realizing that he see Finn McMissile alive and well as he appears to protect Mater.
Acer being sprayed by a fire extinguisher.
Acer and Petey Pacer being blinded by McMissile.
Fred apprehending Finn McMissile when he protects Mater from the Lemons.
"This time I'm gonna make sure you stay dead!"
Fred and some Lemons forcing Finn to approach a burning flamethrower
Acer is wielding.
Fred and the Lemons close to killing McMissile.
Acer trying to kill McMissile with a flamethrower.
However, Finn jumps onto Fred and a Trunkov sending Towga crashing into Acer.
Due McMissile's quick-thinking, an explosion sends both Acer and another Lemon flying through the air.
Acer landing on a sushi restaurant sign.
Fred ready to fight McMissile.
Fred being thrown into an elevator.
Fred possibly killed when the elevator crashes.
Fred as Finn kills the Trunkov.
After the first race of the World Grand Prix, Axlerod speaks to the press after three racecars had their engines burst into flames.
“Allinol is safe! Alternative fuel is safe! There is no way my fuel caused these cars to flame out!" - Axlerod informing the Press about Allinol in Japan.
Acer and Grem following Mater at the airport.
Acer and Grem infuriated when Mater escapes with Finn McMissile.
Acer and Grem chasing after Mater and Finn.
Grem readying his missile launcher.
Grem being pushed up by Finn's wheeled motorized jack.
Grem being flipped to the side, but not before firing a missile.
Acer trying to block Mater's and Finn's escape route.
Acer firing his machine gun to prevent Mater and Finn from boarding Siddeley.
Acer firing his gun, only to get his tire flattened when Finn fires his own gun at him.
Acer about to land in a tank full of sewage.
In Italy, Axlerod tells the press that Allinol is safe after being furthered examined.
Ivan laughing with the Hugos as they make a joke on some Gremlins.
"Sounds like you need some roadside assistance."
Ivan having been tasered by Holley Shiftwell after she tricks him into coming to the back of a building.
Ivan being left in a corner while Mater disguises as him sneak into the Lemons' meeting.
"Guten Tag."-Zündapp arriving at the Lemons' secret meeting in Porto Corsa, Italy.
Zündapp telling the Lemons that their leader has already arrived at the meeting.
(in a disguised voice) "Welcome everyone."- Axlerod attending the meeting with his henchmen.
"I wish I could be with you on this very special day, but my clutch assembly broke."
Axlerod's hood covered in padding as speaks to his henchmen.
Axlerod making a speech on how he and the Lemons have always been humiliated and rejected by the world.
Zündapp listening to his boss' speech on how the Lemons were rejected by the world.
"They laughed at us, but now it's our turn to laugh back."
"Embrace your inner Lemon. Let it drive you."
Axlerod announcing once he and the Lemons discredit alternative fuel, he and the Lemons will become rich and powerful through their large untapped oil reserves.
"They'll come to us and they'll have no choice, because they will need us."
Acer and Grem capturing Finn.
"We figured you might stop by!"
Acer and Grem's evil grins as Grem prepares to cause some racers to crash into each other.
"LONG LIVE LEMONS!!!" - Axlerod rising to power.
Axlerod pretended to be depressed in his public persona after the Lemons use the EMP emitter to cause a major crash during the race.
Axlerod telling the press that the show must go on and the last race in London will not be run on Allinol, without sounding completely concerned, hinting that Axlerod does not truly care about the life of race cars but his own.
After regaining consciousness, Ivan corners and captures Holley.
The Lemons are shocked when Lighting McQueen decided to use Allinol.
Zündapp getting a call from his boss.
Zündapp receiving orders from his boss to kill Lightning McQueen.
"Allinol must be finished for good."
"McQueen cannot win the last race."
"Lightning McQueen must be killed!" - Zündapp's evil Stare
Zündapp suddenly spotting Mater when his Ivan disguise turns off.
Ivan amongst the press after the second race of the World Grand Prix.
Ivan greeting Lightning McQueen, taking Mater's place so the Lemons can capture him.
Ivan tricking McQueen into believing he was calling for him.
Ivan smiling in satisfaction that he managed to prevent McQueen from finding out the Lemons' plan to kill him after capturing Mater.
"In England, you'll be finished! At the finish line."
"You actually care about that racecar."
"A pity you didn't warn him in time." Zündapp
taunting Mater when he fails to warn Lightning McQueen.
Acer and Grem exiting out an elevator inside Big Bentley in London.
Acer and Grem greeting a captured Mater as Grem prepares the EMP emitter.
Acer and Grem telling Mater that the Lemons want him to watch his best friend, Lightning McQueen die.
Acer sadistically telling Mater that McQueen won't be alive for much longer.
Before the last race, Axlerod approaches to inform McQueen in the pits.
Axlerod "thanking" McQueen for his decision to use Allinol in the last race.
"I hope you win today! You show the world that they've been wrong about Allinol!" - Axlerod happily informing MeQueen and hopes that he win.
Axlerod's evil grin while at the WGP race at London, hinting at his true colors.
Grem about to use the EMP to kill McQueen.
After firing the EMP onto McQueen, Grem and Acer are confused when McQueen does not explode.
Grem and Acer receiving a transmission from Professor Z.
After receiving the transmission, Grem informs Acer that Professor Z has ordered them to go the "backup plan."
Grem and Acer telling Mater that the Lemons "planted" a bomb in McQueen's pits.
Grem and Acer taunting Mater as they inform him McQueen will be killed when he makes a pit stop.
"Don't feel bad, tow truck. You couldn't have saved him."
Grem and Acer laughing evilly.
"What? You didn't think we take your bullets?"-Grem after Mater angrily tried to attack them with his guns.
"Who's the Lemon now?" -Grem and Acer leaving Mater, Finn, and Holley inside Big Bentley.
When the EMP failed to kill McQueen, Zündapp prepares to detonate the bomb to kill both Mater and McQueen as they spot each other in the pits.
Zündapp angry when Mater flees into the racetrack to save McQueen, after discovering the bomb on him.
Zündapp’s
evil grin when McQueen follows Mater, Zündapp sees his chance to detonate the bomb.
"Almost there." - Zündapp getting ready to kill Mater and McQueen.
After pressing the detonator, Zündapp is confused when the detonator says the bomb is out of range.
Looking up at a television, Zündapp is shocked to see Mater using rockets to go at a high speed as McQueen holds onto his tow cable.
Zündapp angrily attempts to kill Mater and McQueen to no avail.
Zündapp repeatedly presses the detonate button in anger.
Zündapp furious before he is confronted by Agent Holley Shiftwell.
Zündapp being threatened by Holley before he escapes.
The Lemon heads angrily deciding to kill McQueen and Mater.
Tony pulling in Finn and Professor Zündapp in with his magnet.
Tony aiming his missile launcher at Finn.
Grem and Acer preparing to go after McQueen and Mater after they escaped from the racing course which the bomb did not go off, thanks to Mater's rockets.
Tony fires a missile at Finn, but he dodges it.
Tony's horrified realization that he's about to get blown up.
Grem and Acer getting their guns out to attack Mater and McQueen.
Vladimir Trunkov's defeat as he is arrested by Sheriff.
Axlerod during the race in London.
Axlerod surprised to see McQueen and Mater as the latter reveals to the Queen and Scotland Yard that he knows who is sabotaging the WGP, further foreshadowing his true nature.
Axlerod feigning his shock when Mater exclaims Axlerod is the leader of the Lemons.
"You've got to be crazy." - Axlerod tries to falsely debunk and denies Mater's claims.
"What is he talking about?" - Axlerod starts to play innocent.
"Electric Cars don't use oil, you Twit" - Axlerod reveals a bit of his true nature by calling Mater a twit when he blames him of leaking oil at the party in Japan.
Axlerod realizing in horror that Mater is onto him.
Axlerod foolishly trying to claim to everyone of Mater being crazy, to no avail.
Axlerod being cornered as he's too close to a ledge.
"Stay Away!" - Axlerod angrily ordering Mater to stay away, thus starting to reveal his true nature.
"Disguised voice? What are you talking about?! You're nuts, you are!" - Axlerod reveals more of his true nature as he keeps playing innocent.
Axlerod's evil stare as he becoming further shocked when Mater guesses why he truly created Allinol.
Axlerod as Mater accuses him of creating Allinol just to discredit alternative fuel.
Axlerod keeps playing innocent as he starts losing his temper.
Axlerod begging for help as the authorities start to take cover.
“KEEP AWAY, YOU IDIOT!” - Axlerod’s Villainous Breakdown as he angrily orders Mater to keep away.
Axlerod frantically begging for help as the bomb keeps ticking.
“DEACTIVATE!!!” - Axlerod finally forcing to expose himself by deactivating the bomb to avoid killing himself.
After deactivating the bomb, Axlerod sees he's been exposed for his crimes.
Axlerod being surrounded by police cars.
Axlerod’s engine exposed.
"How did the tow trick figure it out?" - Axlerod’s defeat as he ends up being arrested by two police cars.