This chapter complicates the positive outcomes of the Utopia Program that I’ve outlined in the previous chapter by turning to the events surrounding the aquatic Squadroner Amphibian, a group of Squadroners I’ve colloquially labeled the B-Team, and the members of the Institute of Evil. Although Amphibian is a conscientious objector to the Utopia Program, he is the initial spokesperson for the possible moral consequences of the Squadron’s initiatives, notably the role of behavior modification that, in turn, enables Golden Archer to betray Lady Lark most horrifically. I’ll also turn at the end of the chapter to how labor issues entangle the already complicated moral and ethical struggles of utopian desire and implementation. Specifically, the Institute of Evil may start as the Squadron Supreme’s antagonists; however, their labor value turns them into living tool(s) consistent with the condition of epivitality, and what is happening to these superpowered villains isn’t that far off the mark from today’s real-world capitalist exploitation of precarious labor, notably prison labor.