Brain Pod #13
Brain Pod 13.png
Biographical Information
Full nameBrain Pod #13


ResidencePlanet Z (formerly)

OccupationResearcher / Inventor (formerly)
Physical Description

Hair colorNone

Eye colorYellow

Skin colorPink
Production Details
First appearanceThe Adventure Begins

Last appearanceShiv Katall

Voiced by
“Zurg can kiss my sweet cerebellum goodbye!”


Brain Pod #13 was one of the numerous Brain Pods who worked for the Evil Emperor Zurg. Innovative, despite being rather high-strung, he successfully defected at one point with the help of Team Lightyear and Commander Nebula.

Physical Description

13 without his pod.

13 possesses the pod all Brain Pods use to move around with: purple-colored with three wheels to move around with and his number etched on its back, claw-like hands attached to cable arms, and a dome that protects his fleshy, brain-like body. Like all other Brain Pods, he is not really a brain, but an invertebrate-like being that has a mouth, eyes, and six tendrils that serve as its arms and legs.



Not much is known about 13 and when he entered Zurg's employment. However, he was the Brain Pod behind several of Zurg's favorite inventions, such as the "Incapacitor Beam", the "Malevolence Chamber" and the "Agony Pit".[1]

The Adventure Begins

13 was present at Zurg's Subterranean Outpost in the Zeta Quadrant when he and several other Brain Pods and Grubs were trying to discover how the LGMs' mind-link worked. 13 was distraught, knowing that their lack of results would

13 is nearly hit by Zurg's laser beam eyes.

anger Zurg. When the Evil Emperor came to inspect their progress, 13 attempted to dissuade him, but Zurg smacked 13 away into a wall mid-sentence.

Later, at Planet Z, once Zurg was in possession of the Uni-Mind, 13 was selected by a Grub to be the one to explain to the Evil Emperor how their research was going. Although frightened, 13 attempted amidst flatteries to explain the purpose of their research. Zurg, however, grew infuriated at 13's dawdling and lack of progress, and fired laser beams from his eyes, nearly hitting 13.
Paradoxically, when Team Lightyear crash-landed with the Alpha-1 and Hornets summoned 13 for orders, the Brain Pod took one look at the craft and dismissed it, thinking it to be a weather balloon.[2]

Shiv Katall

13 defected from Zurg's employment and Zurg sent for Shiv Katall to hunt down 13. However, instead of trying to kill the brain pod, Shiv Katall, who was really Buzz Lightyear in disguise, arranged to meet up with the Brain Pod in a secret underground bunker located in Zurg space and take him to Star Command where he will be given a new identity.
After Mira, Booster and XR cause problems with this plan, XR comes up with a new idea to get Brain Pod 13 out of Zurg Space and to freedom. He has Brain Pod 13 disguise as Brain Pod 18, by simply using a pen to change the number "13" into "18." The Rangers then hide and have the Brain Pod simply transfer them all off base. However, this plan meets with failure, when Emperor Zurg runs into the real Brain Pod 18 and realizes his mistake.
Commander Nebula, also assuming the Shiv Katall persona, also tries to mount a rescue. Again the plan is to sneak out right from under Zurg, with Shiv supposedly transporting them to Planet Z when in reality they would escape to Star Command. However, due to Commander Nebula's peg leg, his boot slips off and 13 pops out of the boot, assuming they had escaped. Zurg, now enraged, orders an attack but Commander Nebula, the Rangers and 13 escape just in time.


Easily spooked and frightened, 13 tends to ramble when face-to-face with Zurg.[2] He flips between being subservient and groveling,[2] to being outright rude when he thought he successfully escaped.

He is very capable, having created some of Zurg's favorite torture methods.[1]


The Adventure Begins

  • "Oh! He's not gonna like this..."
  • "Oh, uh, E-Evil Emperor Zurg! H-hi, how are you? The torture tank is good to go here, as you can see, and I got everything--" (is smacked aside by Zurg) "--my bad..."
  • "Uh... ahhh! Okay, hi, uh, Mr. Evil Emperor. how are you, uh--you look terriff, very sinister today..." (clears throat) "We believe that just as the Uni-Mind connected all the LGMs, uh, it could, um, hopefully allow you to reach out and ensnare every innocent mind in the Galactic Alliance! Huh, you know, a mind slave, evil puppet kind of scenario..." (chuckles)
  • "Yeah, kind of an outdoor voice there... Okay, um, naturally, the first step is to turn the Uni-Mind from good to evil. But, um, hehe, we don't have any idea how. See, we're on the way--" (Zurg fires his laser beam eyes at him and 13 screams and runs away)
  • "What now? That? That's not a spacecraft. It's obviously a weather balloon. Let's leave the brain-work to those with the brains, shall we?"

Shiv Katall

  • "Woohoo! Oh, I made it! Zurg can kiss my sweet cerebellum goodbye! Oh, um, we're... not there yet... are we? Ehe..."
  • "Save the dissident! Somebody save the dissident!"


  • Brain Pod #13 is mistakenly added in "Clone Rangers" as a background Brain Pod, which is chronologically set after the events of "Shiv Katall".



  1. 1.0 1.1 "Shiv Katall", Ep. 17. Victor Cook (Director) & Bill Motz, Bob Roth (Story Editors & Writers). Buzz Lightyear of Star Command. Disney Enterprises, Inc./Pixar Animation Studios. October 20, 2000.
  2. 2.0 2.1 2.2 "The Adventure Begins", Pilot. Tad Stones (Director) & Bill Motz, Bob Roth (Writers). Buzz Lightyear of Star Command. Disney Enterprises, Inc./Pixar Animation Studios. August 8, 2000.
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