Chapter 5: Overthroned

"Overthroned" is the third episode of the American computer-animated fantasy television series Tales from Millvale, based on the Nickelodeon Movies feature film Millvale. The episode was written and directed by Dave Filoni, and aired on CBS on December 10, 2026.

This episode stars the voices of Paul Bettany, Simon Pegg, Cobie Smulders, Robin Atkin Downes, and Margot Rubin. The episode revolves around King Gondawr, an old friend to King Birimer, who overthrows the Olings' kingdom and the Land of Millvale, with the Fellows fleeing to seek help.

Plot
On a ship, a king named Gondawr is in his quarters, plotting his retaliation to the Land of Millvale. He looks at the map to Millvale, then stabs the Oling's castle on it, before claiming that he has unfinished business with King Birimer.

In Millvale, Cedryc; returns from telling the children in the village about his latest adventures. Arriving in the Grass Fields, he joins his friends for lunch. During lunch, their neighbor Rosie Homiroy informs the three that a ship is approaching. The Fellows follow Rosie to the docks, where the aforementioned ship is arriving at; which is Godawr's boat. Gondawr and his wife Queen Xandra exit their ship and greet Birimer and Queen Isra, whom Birimer greets back coldly.

In the Olings' castle, Birimer explains that he and Gondawr were friends 27 years ago, until Gondawr was never given respect as Birimer did when he was alongside the former, which led to him leaving his friend to rule his own kingdom somewhere. Five years prior, he had started a war with Birimer. Fortunately, Birimer had won the war and had threatened Gondawr to never show his face again. Gondawr blatantly claims that he had forgotten that a while ago, where he then goes out the door and promises to go and never bother him again. As he leaves to his ship, the Fellows return to their hut. Not a moment later before they could go inside, a gust of purple dust comes their way, heeding Xavier to shield him and his companions in a force field. The gust was from Gondawr, who had put the villagers in a mind controlling trance. Returning to the castle, Birimer attacks him as he knew that he was lying. The two engage in combat, unfortunately ending with Gondawr zapping Birimer with lightning via spell. Birimer and Isra are put in the dungeon by Gondawr's guards that stowed away.

Braden notices their ship still on shore, where he discovers that Gondawr is still in Millvale, leading to him, Xavier, and Cedryc to inform the king and queen. Before they could go inside, they find Gondawr's guards, whom they do not know is his yet and believe that their castle has been taken over. They return to their hut and use Xavier's crystal ball to find the king and queen, who are in the dungeon. The trio heads down the dungeon, while sneaking past the guards. Arriving, the king alerts them that Gondawr has taken over their kingdom, along with putting the villagers until his control, and they must find someone outside their land for help; The Fellows agree to, but must release the king and queen to tell their side of the story. They go to get the key from the Olings' now mind-controlled watchman Holga Omarth, who unfortunately notices their presence and charges at them. The three get out of the way, leading to Omarth crashing into the cell door, knocking her out.

They retrieve the key and free the Olings, then head to the docks. The five then get chased by the guards and mind-controlled villagers when they were spotted by one of them, causing them to hide from them until the coast is clear. At night, the guards are nowhere in sight, giving the Fellows and Olings the ability to head to the docks. Before they could board, they get spotted by one of the guards, who is sent flying courtesy of Xavier. The Fellows and Olings board separate boats to tell a different part of the world about their situation. As the Olings take the North side, the Fellows take the West side. Omarth, having regained consciousness, informs Gongawr that the Fellows had freed the Olings and fled from their land. Gondawr decides to wait for them to come back. Meanwhile, the Fellows are sailing through a fog. As the fog passes, they see a ship, which spots them and its passengers board their boat. They put sacks over their heads and take them on their ship.

Unhooded, the Fellows threaten to attack them, where the ship's captain, Aldrine, explains that they mean no harm. He introduces himself and his crew called the Misfits, who turn out to be part of a resistance: His members are Valiant, their strong and muscular weapons valet; Harrigan, their weapons designer; and Elisseah, their combat strategist. As the Fellows introduce themselves, Aldrine knows about them as he has heard stories about them throughout the lands. After showing his admiration, Xavier fills them in on their situation that Gondawr had taken over their home, whereas they claim that Gondawr destroyed their home and enslaved their people, which made Aldrine and his compatriots fled their home. That scaring moment was the reason they had to defend and save people in the first place. With Xavier and Cedryc comforting him, Braden worries about their home soon to be on the brink of ruin, but Xavier tells him to not fret about it and focus on reclaiming their home.

In Millvale, Gondawr "redecorates" the land in his image; Xandra looks upon the progress of the changes and shows some concern. She goes to her husband and wonders if he is doing the right thing, which he dismisses. Demanding to know why he is going through all the trouble to reign Millvale, Gondawr tells her that he wanted to rule each part of the world for power, hence the war in Millvale he started 22 years prior and why he invaded the Misfits' land; Xandra is horrified for the actions he had caused, realizing what a terrible person he is. Hiding her realization, she puts her arm on his shoulder and blatantly says that he did the right thing.

Back on the Misfits' ship, the Fellows and new companions formulate a plan to attack and win back Millvale. Before they could concoct their plan, the eagles from Millvale have boarded their ship, much to their surprise. With Xavier's spell to read animals' minds, they say they have flown away from the gust and had nowhere else to go, until tracking down the Fellows from their scent on the Misfits' ship. Braden brings up a new plan: they fly back to Millvale with the eagles and commence their attack. Upon return, he and the Misfits will hold off the mind-controlled villagers while Xavier and Cedryc go to subdue Gondawr and try to reverse his spell.

Back in Millvale, Gondawr prepares himself for a speech he will announce to his mind-controlled citizens. Going out to the balcony, he gathers everyone to come forth. Before he could give out his speech, an arrow knocks his crown off. Picking it up, the arrow that has a note saying, "For Millvale!". He then spots the Fellows and Misfits on the eagles arriving, forcing him to have his subjects battle them. The Misfits jump off their eagles and fight them. Before the Fellows could get off their eagle, Omarth opens fire at them with a crossbow, with the Fellows evading her shots before finally shoots down their eagle after Braden falls overboard. Xavier and Cedryc jump off and join in the fight. Unfortunately, there were too many of them to fight, leading them to surrender with no other choice.

Put in the dungeon, Xavier mourns for losing Braden and wonders if he is alive by any chance. Gondawr, now in possession of Xavier's staff, gloats that he might be dead before returning to the throne room. Meanwhile, Braden washes up ashore on a beach where a hooded figure, revealed to be Marita, takes him to a hut. Waking him up, he asks him who he is, in which he says he is one of the Fellows, much to Marita's amazement.

Development
Before it was an episode to Tales from Millvale, the episode was originally the plot for Millvale III.

Casting
While Simon Pegg and Paul Bettany remained as their characters Aldrine and King Gondawr, Sia was chosen as Elisseah while Gal Gadot and Rene Russo were previously chosen as Queen Xandra, along with Benicio del Toro and Timothy Dalton as the original choices for Harrigan. The Misfits' weapons valet, Valiant, was originally planned to be voiced by Sackvile's voice actor Mark Hamill, before becoming a mute character instead. When the plot to Millvale III was integrated into the series, half the voice cast had been changed; Cobie Smulders was cast as Elisseah, Margot Rubin was cast as Queen Xandra, and Robin Atkin Downes was cast as Harrigan.