- Incidental 13
- Incidental 93
- Incidental 103
- Incidental 45
- Incidental 41
- Incidental 30
- Incidental 6
- Incidental 106
- Incidental 48
- Incidental 42
- Incidental 27
- Incidental 15
- Incidental 28
- Incidental 37A
- Incidental 104
- Incidental 40
- Incidental 118
- Pearl Krabs
- Incidental 90
- Incidental 11
- Incidental 153
- Sandy Cheeks
- Miss Appear (debut)
- Patrick Star
- Elastic Waistband (debut)
- Mermaid Man
- Barnacle Boy
- Barnacle Man (debut)
- Incidental 105
- Incidental 108
- Incidental 60
- Incidental 64
- Squidward Tentacles
- Captain Magma (debut)
- SpongeBob SquarePants
- The Quickster (debut)
- Eugene H. Krabs
- Man Ray
- Dirty Bubble
- Realistic Fish Head
- E.V.I.L. Mascot (debut)
- The Chief (debut)
- Incidental 5 (named John)
- Incidental 7 (named Nancy)
- Incidental 22
- Killer Shrimp (mentioned)
- King Neptune (mentioned)
In the beginning of the episode, Mermaid Man and Barnacle Boy are holding up the line at the Krusty Krab because Mermaid Man is taking too long to decide what to order. Finally, Mermaid Man orders a Krabby Patty and a Pipsqueak Patty for Barnacle Boy. Barnacle Boy demands an adult-sized burger, claiming that since he is very old, he should no longer be treated as a child. When Mermaid Man, Squidward, and the Krusty Krab patrons begin to tease him, Barnacle Boy breaks his friendship with Mermaid Man and joins Man Ray and the Dirty Bubble to form a villainous group known as "E.V.I.L." (Every Villain Is Lemons), a group that does immature criminal acts, and he changes his name to Barnacle Man, and they cause trouble acting like crazy kids.
Mermaid Man runs outside of the Krusty Krab, until he stops because he hears an ice cream truck. He orders a double scoop of prune ice cream with bran sprinkles from E.V.I.L., but the ice cream explodes after he eats it, giving him a hole in his stomach, and they drive off. Mermaid Man then realizes that he cannot defeat this new threat on his own, so he recruits SpongeBob, Patrick, Sandy, and Squidward to reform the "International Justice League of Super Acquaintances." SpongeBob becomes the "Quickster," and can run at amazing speed. Squidward becomes "Captain Magma," and gains the power to produce fire and lava. Patrick becomes the "Elastic Waistband," and gains the power to stretch his body to incredible lengths. Sandy becomes "Miss Appear," and can become completely invisible. The Chief informs them that E.V.I.L. is at a teenage gathering spot called Makeout Reef, where they are harassing the teenagers by shining a flashlight on their parked cars while they are making out.
Mermaid Man and his team go to Make-Out Reef and confront the villains, and, despite numerous advantages, the inexperienced Super Acquaintances defeat themselves. Squidward accidentally shoots hot lava on SpongeBob's head, and then later starts running around in circles at super-speed as he burns in pain. Patrick tries to stop him from running, but he gets caught onto SpongeBob and is overstretched. Mermaid Man tries to put out SpongeBob, but mistakes Squidward for SpongeBob and washes him up with a water ball, disintegrating him. Sandy disappears to catch E.V.I.L. by surprise but is hit by a boat from behind and knocked off the cliff. By this time, SpongeBob has completely disintegrated, and all that is left of him are his shoes. Mermaid Man simply falls over backward. Having "defeated" the heroes, Barnacle Man demands three things of Mermaid Man: that he be treated like a superhero, not a sidekick; that he be called "Barnacle Man"; and that he be allowed to eat an adult-sized Krabby Patty. He then immediately rejoins the side of good, much to Man-Ray and the Dirty Bubble's dismay.
Though when the heroes return to the Krusty Krab, Barnacle Man admits an adult-sized Krabby Patty is too big for him. Everyone begins laughing as the episode ends, including SpongeBob and his friends, who are severely injured and supported by medical equipment, and laughing, the guy at make-out reef who was kissing the pillow is laughing, Man Ray and the Dirty Bubble are in prison, laughing, and the Chief is making out with himself, and he turns around and laughs hysterically, as the episode ends.
- Mermaid Man zoning out and Mr. Krabs slapping him to get his attention back.
- Barnacle Boy wishing to be treated as an adult.
- Barnacle Boy correcting his name to "Barnacle Man" when referred to as "Barnacle Boy."
- Barnacle Boy wanting an adult-size Krabby Patty instead of a Pipsqueak Patty.
There has been a lot of removed scenes that are found in the storyboard included on the Fear of a Krabby Patty DVD special features. It also went on for 18 minutes instead of 11. A lot has been cut out, due to pairing up with "Chocolate with Nuts."
|( ‣ ) Associated production music|
|( • ) Original music|
|( ◦ ) SpongeBob music|
‣ The Lineman - Sam Spence [title card]
‣ Caped Crusader - David Farnon [opening]
• Steel Sting - Jeremy Wakefield [Pipsqueak Patty]
‣ Brave and Bold - Chris Payne, Paul Rogers ["I'm tired of playing second banana to a man who wears a bra."]
‣ Enter the Villain - Chris Payne, Paul Rogers ["A villain who is... evil!"]
‣ Zelle 503 - Gerhard Trede [Barnacle Boy joins Man Ray and the Dirty Bubble]
• Bikini Bottom News Theme - Nicolas Carr [news on TV]
‣ Black Empire - Gregor F. Narholz [Every Villain Is Lemons]
‣ Rococo Rondo - Tedeusz Rozycki [ice cream truck]
‣ Zelle 503 - Gerhard Trede ["You might as well give up, Mermaid Man."]
• Harp! - Nicolas Carr ["But what if you help me?"]
‣ Super Hero - Tony Hymas [everyone but Squidward volunteers to save the world]
• Superfriends Wipe - Nicolas Carr [The Mermalair]
‣ Ramblin' Man from Gramblin' - Sam Spence [The IJLSA]
• Superfriends Wipe - Nicolas Carr [Transition]
‣ The Mob - Sam Spence [the chief]
• Superfriends Wipe - Nicolas Carr [Transition]
‣ Zelle 503 - Gerhard Trede [Make-Out Reef]
‣ Kommissar X - Gerhard Trede ["You've saved us the trouble of tracking you down."]
‣ Ramblin' Man from Gramblin' - Sam Spence [IJLSA defeating themselves]
‣ Police Car - Sam Spence [Mermaid Man falls over]
‣ Six Powerful Cues (A) - Wilfred William Burns ["This day belongs to EVIL!"]
• Idea Vibe - Nicolas Carr ["Make him eat dirt!"]
‣ Six Powerful Cues (E) - Wilfred William Burns [Barnacle Boy's demands]
‣ Great Moments - Gregor F. Narholz ["Need a hand, super pal?"]
‣ Chief Taravana - Kapono Beamer [ending]
- This episode is available on the Fear of a Krabby Patty, Complete 3rd Season, First 100 Episodes, SpongeBob SquarePants Vol. 4, The Great Outdoors, The SpongeBob SquarePants 8 Season DVD Collection, 2-Season TV Pack, The SpongeBob SquarePants Collection, The Ultimate SpongeBob Box Set, Really Big Box Set, The Ultimate Box Set, Complete Third Season, Mermaid Man & Barnacle Boy: Defenders of the Deep, From the Beginning, Pt.2, Laugh Pack, The Adventures of SpongeBob SquarePants, The Third & Fourth Seasons, and The Best 200 Episodes Ever DVDs.
- This episode is also available on the UK version of the Fear of a Krabby Patty VHS tape.
- "Mermaid Man and Barnacle Boy V" was ranked #18 during the Best Day Ever event from November 9–10, 2006.
- This is the last episode to use the classic "Mermaid Man and Barnacle Boy"-styled title cards. For "Mermaid Man & Barnacle Boy VI: The Motion Picture," a new title card is used.
- This is the last episode in which Mermaid Man's belt is seen in yellow. After this episode, Mermaid Man's belt is seen in purple from "Mermaid Man and Barnacle Boy IV" in Mermaid Man's later appearances.
- This episode reveals that Incidental 5's name is John.
- This is the first episode in which prune ice cream appears. It appears again in "Old Man Patrick."
- This episode's working title was "Superfriends," as seen in production art, TV listings, and certain DVD releases.
- After the narrator introduces the International Justice League of Super Acquaintances, he quickly adds, "A subsidiary of Viacom." ViacomCBS, at the time of the airing known as Viacom, owns ViacomCBS Domestic Media Networks, which in turn owns Nickelodeon and produces and airs SpongeBob. The narrator breaks the fourth wall saying "A subsidiary of Viacom." This is also the first time in SpongeBob SquarePants history that someone mentions Viacom.
- In the Latin American dub, the phrase was changed to "Subsidiaria de los Hermanos Tu-sabes" (Subsidiary of You-Know Bros), a pun of "Warner Bros."
- Man Ray is seen wearing the tickle belt from "Mermaid Man and Barnacle Boy III" as though it were part of his regular costume.
- The Ponderer from "The Bad Guy Club for Villains" is not in this episode.
- This episode mentions that Barnacle Boy's real name is Kyle. However, in "Mermaid Man Begins," his real name is said to be Tim as a reference to the actor portraying him.
- This proves once again that Barnacle Boy dislikes his name. The other episode was the first "Mermaid Man and Barnacle Boy," in which Barnacle Boy says "Will you stop calling me boy?"
- It is revealed that only half of the Krusty Krab is lit up as Mr. Krabs does not want to waste money on the entire restaurant. However, this is only used for one part of the episode.
- When Barnacle Boy says that he is crossing over to the dark side, the entire line at the Krusty Krab disappears.
- The others most likely left due to having to wait too long.
- In "The Bad Guy Club for Villains," one of the IJLSA is called Professor Magma. Squidward's title is Captain Magma.
- Additionally, Professor Magma appears to be made of coffee.
- During the Mermaid Man-a-Thon, this episode was paired with "Mermaid Man and Barnacle Boy III."
- This episode marks the second and last time that Man Ray is voiced by John Rhys-Davies. The first was "Mermaid Man and Barnacle Boy III." Starting with the video game Lights, Camera, Pants! in 2005 and the episode "Mermaid Man vs. SpongeBob" in 2007, Man Ray is now voiced by Bob Joles.
- This episode marks the first time that Dirty Bubble is voiced by Tom Kenny instead of Charles Nelson Reilly who previously voiced him in "Mermaid Man and Barnacle Boy II." However he would voice him again in Lights, Camera, Pants!, making only two times he ever voiced Dirty Bubble, prior to his death on May 25, 2007.
- The line when Squidward says "Krakatoa" was popularized from the Anak Krakatau volcano eruption.
- There is an online game that is based on this episode.
- There is also a book based on this episode titled The Adventures of Man Sponge and Boy Patrick in E.V.I.L vs. the I.J.L.S.A.
- This is the first of four episodes transcribed as a comic into the SpongeBob SquarePants/Tokyopop book Crime and Funishment. The other three were "Life of Crime," "No Free Rides," and "Nasty Patty."
- When Barnacle Boy claims he will turn to the "dark side," this is a reference to Star Wars.
- The Quickster is a parody of the DC Comics superhero Flash and the Marvel Comics superhero Quicksilver with the same lightning bolt logo.
- The eagle wings on the side of The Quickster's mask also make him resemble the Marvel Comics superhero Captain America, the golden age Flash, the Marvel Comics superhero Whizzer, and Hermes, a Greek god associated with speed and good luck, who served as a messenger to Zeus.
- The Quickster outfit resembles the costume worn by the DC Comics superhero Impulse.
- Captain Magma is a parody of Human Torch from Fantastic Four, Firestorm and Fire (Beatriz da Costa) from DC Comics, and Pyro from Marvel Comics.
- The Elastic Waistband is a parody of DC's Plastic Man, DC's Elongated Man, and Marvel's Mister Fantastic.
- Miss Appear is a parody of the Invisible Woman from Fantastic Four.
- When Captain Magma attacks, he says "Krakatoa!," which was the name of an Indonesian volcano in real life.
- The working title for this episode, "Superfriends," is a reference to the 1970s DC cartoon with the same name.
- Whenever Nicktoons broadcasts this episode and the previous one, the network's logo is outside of the 4:3 safe area.
- It is worth mentioning that the Nickelodeon broadcast emulated this error in the past, of which it was eventually corrected.
- When SpongeBob is introduced as portraying the Quickster, he has five fingers, but he usually has four.
- A similar error also occurred in "I'm Your Biggest Fanatic."
- After Mermaid Man yells "To Make-Out Reef!," he falls over in his chair. In the next shot, when Patrick/The Elastic Waistband says "Does this mean we're not getting pizza?," his chair is upright again.
- When the Dirty Bubble and Man Ray's boat is driving out from the dark side, the license plate is yellow and has black writing. However, when it is shown up close, it is black and has red writing.
- When the boat knocks Sandy off the cliff, there is no driver.
- When Patrick is seen at the end, his neck is stretched and looped to an impossible length. When he is battling as the Elastic Waistband, nothing happens to his neck to give him that injury. However, in a deleted scene, Patrick injures his neck, so the crew members forgot to change Patrick's injury at the end of this episode.
- Patrick's neck being very long is because the medics pulled his neck due to his overstretched arms.
- When Sandy falls from the cliff, Man Ray, the Dirty Bubble, Barnacle Boy, Patrick, and Squidward are missing. Only Mermaid Man and SpongeBob are seen.
- After Mermaid Man burns Squidward, he can be seen on the ground, but when Mermaid Man falls, he disappears.
- During the scene when the News Reporter says Every Villain Is Lemons, Villain is misspelled "Villian."
- When the Realistic Fish Head is reporting about E.V.I.L, at first the studio is blue-yellow, but in the next scene it is pink-red and the microphone along with the script appeared.
- When Mr. Krabs is talking to Squidward and says "No world means no money," his right arm is gone.
- When Barnacle Man looks from behind the rock, his gloves are gone, but when he rises, his gloves are back on.
- Mr. Krabs says "Why should I waste money lighting the whole store?" In the next scene, the dark is gone.
- Mr. Krabs says "Why should I waste money lighting the whole store?" But the Krusty Krab is a restaurant, not a store. So, he should have said, "Why should I waste money lighting the whole restaurant?"
- When Pearl is shown inline, her pupil turns black when instead it should be blue.
- When Medley appears in the line, inside the Krusty Krab, his left eye is not attached to his face.
- During the closeup of SpongeBob holding the I.J.L.S.A Lunchbox, the background changes from the Mermalair to a sky background. Also in that scene, part of the name has the word "acquaintances" is misspelled as "aquaintances." It may have been spelled that way due to their aquatic nature.
- On Nickelodeon Latin America/Brazil airings, the ads start after Squidward demonstrates his superhero ability, which is half-way through all of the other superhero ability demonstrations. Ideally, the ads should've started after all of the superhero ability demonstrations.
- When Man Ray is confused after Barnacle Man's demand to have an adult-sized Krabby Patty, his mouth is closed, although it is usually a full teeth grin that often changes impressions.
- When Barnacle Boy says, "Need a hand, superpal?," his mask turns into the same color as his skin for one frame.