Fun Fact: As you asked Ian, I did actually ask Stupendium on his community post personally on this and got a reply, unfortunately he did not write any of his lyrics for the Chalkeaters's song "Count to Three" which is why his lyrics writing style is non present :) Not that the Chalkeater wrote bad lyrics whatsoever, but still he did a amazing job performing as always tho :) PS: Peabody and "Atlas" were the names of the co-op protagonist for Portal 2 :)

Fun fact, the word “3” is said in the song 2 times. In its 2.59 minute runtime.

I would love to see some more chalkeaters, their library is not that big yet they kind of exploded in popularity quite recently.

They should make the Stupendium into a villain for their game as a part of a DLC or in a patch, honestly. With a sub-title card "Vibrant Tyrant"; likes - "Mind control, Rube Goldberg contraptions"; dislikes - "Disobedience, World Leaders"; focus - "Style". Doomsday Device - "Globe Cutter".

Count to three is 2:59 long. I refuse to believe that was an accident. But Fiend like me has been basically I listen to in the past week it's so catchy.

Ian: pauses video to talk about how much he pauses: Me: bit ironic innit?

Stupendium gets everything perfect his evil laughs, jokes, puns, and music

Kinda sad you missed the flip of "Can't see no schemes" and "Casino screen", that's my favorite flip in the entire song.

I only just noticed when he says "forget the summer sale" he throws the pyro's mask and we briefly get to see the pryo's vision for a sec, until the rhyme was broke with alyx

Just realized it's a bit ironic that the game about dominating the world with a doctatorial regime is made by rebellion, uh.

Everyone : "Valve can't count to three" Me waiting for the 7th TF2 Comic : "Why are we still here ? Just to suffer"

The part with dan bull's play button got me, I didn't notice it the first time I watched it.

With the whole expected rhyme thing, we had a chant at school for the games: ra ra ree, kick 'em in the knee, ra ra rass, kick 'em in the other knee.

I love that the first Glados section is in the sentence structure of Want You Gone, the credits song for portal 2. Also the lines: “He said it’s worth the wait” “His weight keeps pressing harder”

imagine if valve secretly does have half life 3 done and theyre waiting for part 2 of count to three to announce it. thatd be a cool way to announce it!

Ah on the subverting rhymes, there was an undertale lyric song that went "Rage twitch- rage itch- time to die you little- Dummy!" Which is probably my favorite.

Stupendium really knows how to sell a game. Bought Evil Genius 2 yesterday just because of him.

The bots are Atlas and Peabody, you were super close.

how to turn a 3 minute song into an almost 40 minute video. enjoyed every second.

You missed the fact that GladOS' portion of Count To 3 was basically a faster tempo version of Portal's Credits Theme, even starting with the same line of lyrics (which she also sang)

The way that Stupes says 'tic-tac-toe' is just....I don't know what it is but it's so satisfying to listen to. I guess it's the hard consonants in the words.

35:15 to be fair, I would be far more terrified of Laser Dolphins than Laser Sharks Dolphins are terrifying, man. Little chirping sociopaths... *shudders*

I was in the 0.5% longest listeners to The Chalkeaters on Spotify last year... I'm glad you're reacting to them!

You have very quickly became my favorite reactor. Your experience in the scene and your tendency to catch flips is so fun to listen to, and you legit have so much fun with it it's intoxicating. Looking forward to every video of yours man. Keep it up, dude!

(Unfortunately some Spoilers for Half-Life Alyx) Oke, here are my favorite lines as a Fan of Valve: 8:39 The first time Three is called and what is shown right after is probably the Key to an actual Half-Life 3 being made 8:49 "Well here we are again / It's always such a pleasure" are the first 2 lines of the Endcredit-Song of Portal 2 (Want you Gone) 9:01 "But Alyx gave us hope we'll rise and shine" Again shows that Half-Life Alyx has made it more possible that new games will come out, but this time it is based on Portal and not Half-Life. The Reason is that before Alyx shipped Valve was in no fit state to ship any game as their Engine was not finished and they simply couldn't concentrate on one project for long enough (which is because of their Work-Culture where everybody can pretty much work on whatever he/she wants) 10:50 "For soulless Card-Games and Hardware Releases" is obviously a wink at probably Valves worst game, Artifact, being released during their big void of games and a lot of Hardware that didn't quite catch on being released during it. 12:32 "Life gave you Lemons take them out the freezer" is based on Portal 2 where Cave Johnson uses Lemons as an Metaphor for "Opportunities in Live" and they are obviously using this here as well saying: Take your opportunities out the freezer where they have been stuck in for the last years Valve 12:45 "When everyone's anticipating another Masterpiece of Art" is I think the most direct callout at how hard it is to be working at Valve and making any new game in any of their franchises (especially one with a 3 at the end) as you can almost not live up to expectations (except I think Half-Life Alyx would have done for me, even if it was called Half-Life 3, which it could have easily been called SO Great Job to all the Devs on that Project) 12:50 "If this machine keeps playing dead we may end up on the other side" with the other big publishers being the other side I think clearly shows that if Valve never did any other games but only collect money with Steam everybody would see Valve as just another of these Money-Hungry publishers BUT connected with the other part before about how hard it would be to live up to expectations you can really see the problem Valve has. If they release nothing they will be seen just like all other publishers making no games because it is the cheapest way to make the most money but if they make a new game and it doesn't land well, it will basically result to the same as they are now not seen as a good developer anymore but one that has left it's good days behind. 13:16 "The Valve been stuck corroded by the Money" At the one hand the way many people in the industry see Valve today but in a weird way also the way Valve actually is, because Valve has basically infinite Money and infinite Time for whatever Project they want to work on which results in them simply not finishing a single project. Sometimes not having time or other restrictions is the best motor for creativity. 13:24 "We can't believe the Engine started running" is in one way a continuation of the "Valve" of this engine being stuck and now finally working again but can also be taken literally because (as I said before) Valve had a hard time over the last years (I think basically since Portal 2) because they didn't have a finished engine and many projects they started didn't make it because the Engine was not ready BUT with Half-Life Alyx they finally (mostly) finished of Source 2 and it is now actually working. This is my favorite part of this song ;) 13:28 "This time he's bound to count to three" Basically the hope of the community that with the Tech now finally being up to scratch again (mostly) that Valve will finally make a 3-Game (Half-Life or Portal mostly) and I think even Valve thinks the same as Developers have said they really want to make more Games in the Half-Life Universe and connected with Half-Life Alyx's Ending this has only elevated the Communities expectations. Then again, Expectations where one of the problems all along 13:54 "We've got some work to do" with Alyx handing Gabe the Crowbar is basically a rehash of the Confirmation from Valve that they really want to make a Half-Life 3. It is taken from the After-Credit Scene of Half-Life Alyx where BIG SPOILERS!!!! Eli gives Gordon the Crowbar and says: "We've got work to do" 14:05 I think the To Be Continued... is more of a joke on Valve who always have cliffhangers as endings for Half-Life Games and therefore pretty much always say "To Be Continued..." after every Half-Life Game. This tradition alone pretty much means that there will never be an End in the Half-Life Series.

If we dont get Stupendium as an DLC in Evil Genius 2 i will riot

Im sad you didn't notice how he wrote "e pluribus cumin" on the spice rack he made out of the US Senate building

You also missed how the elevator at 8:19 till 8:40, when its descinding and ascending, its counting the floors as dislikes and likes, in half-life numbers ( -1, -2, -2.1, -2.2, -3). Two other funny things: - every floor has something already in it, except for floor -3, because there is no third half-life content to fill the stage. Instead there are caution and warning signs everywhere, because you have no idea what's there and Gabe wants you to stay away from that "place" - when the elevator its ascending, it does so after the mention of hope from Half-life: Alyx, imitating that people start to regain hope and give likes and attention to Valve. Even so, at the end of the day (when the elevator reaches top floor), total like-dislike ratio for Valve after all the previous crap... Is still a glorious zero :))

Both of these song have the same color scheme as vector from despicable me. Also I highly recommend "It just works" by the Chalkeaters, it's like a Disney villain song about Todd Howard.

I love how this guy KNOWS how reaction should be. Pausing a lot and speaking about things in the songs.

I love how all of the characters in the video are hesitant to say "three", but the crowd of the fans doesn't have a build up and just says it immediately

HOW IS THIS GUYS LAUGH NOT A MEME YET IM DYING

If you want to see a ridiculous amount of references in one song 'lock me up' by the chalkeaters is absolutely packed with them, and is a damn good song

Actually in Evil Genius 1, one of the Acts of Infamy is Srinking and Stilling the Iffel Tower. I love the subtle referencies to 1's Doomsday Devices the Earthquake Beam, The Gravity Disrupter, and the ID Eliminator. I love the Stupendium branded Evil Organization Banners. And damn my Maniacal Laugh is only 3/4 as good as his

I enjoyed so much this video, loving how you had so much fun as the lines got more and more elaborated. Thank you for remembering the people that one month ago got it by that phrase, Stupes loves to tease and send us in a Gamusino search and we fans might oblige... or else. Great video as usual!

The second he said “batteries are dying left and right.” I got a 10% warning on my iPad. Great coincidence.

Why aren't more people paying the stupendium to make song's about their games ?!

I know someone commented on the actual video, but I love the fact they count in binary. 001 is 1, 010 is 2 with 100 being 4, going to tell Gabe to make half life 011.

The only Chalkeaters song I've ever listened to before is "It Just works". The Bethesda song.

Ian’s struggles with battery power still amazes me

Just got out of class bored and then I saw this video! Woo! Thanks for relieving me of my boredom I can already tell this is gonna be a great video.

I am always glad to see you break these down, they're are so cleverly written, that most reactors don't see all the clever lyrics, and I am always looking forward to see point it all out! Also both these songs are so amazing, and I've listened to both now more than I am willing to admit already!

Around 6:17 on the conveyor belt, you can see an ORANGE BOX moving down the belt.

8:49 that's actually a reference to Portal 2 End Credits song: Want You Gone.

Count to three can be a reference to big thing that Valve is preparing. "He said it's worth to wait, his weight keeps pressing harder", "we can't believe the engine starte running", "So hold on to all your hats, let’s Show ‘em a triple-A done right!". I believe it's true.

Him putting his name on play button is what got me too lmao, especially his reaction as he does it

"At least, that's the impression that I get. And that's a different song reference." *ska-punk intensifies*

Yessss. I was hoping you would cover both of these songs And you did it in one video I am so happy

I was waiting for it. Amazing reaction.

Evil Genius 2 One of the best games I ever played I LOVE IT It's been 17 years since the first game came out and the second one is as good as that one

the line "you said its been worth the wait" is referring to one of the most memorable quotes in the tf2 community by none other than Gabe himself when tf2 was originally released in 2007 and is usually used in the context of some major game bug/exploit or simply bad game design/mechanics in a form of irony. The follow-up line in really hits home when she says "his wait keeps passing harder" since tf2 haven't had a major update beyond Christmas and summer cosmetics in 3 years, especially with casual servers being overrun by aimbots and yet valve does little to nothing in helping it, even though tf2 is more popular now than ever! thank you for attending my TED talk

Got to be honest i've listened to you react to these 3 times now and I was so distracted every time that only now I am actually paying attention to the song (or the video in general)

Well I guess I have to sign in to like the video. The way you react is the kind of reactions I have been looking for, these days there are so many empty reactors which have no idea about the franchise and missing a lot of things in these kind of videos, and in these videos it is all about the catching details in the lyrics and in the animation. Thanks for the raction

Imagine convincing Gabe to be in the intro of a song thats abt him not making a 3rd game of any series💀💀💀💀

It's Atlas and P-Body. So, close enough. Also if you noticed for Count to Three, the video ends at 2:59, so it doesn't even get to 3 minutes.

Yesss I love count to three I was waiting for your reaction :D

Thank you you’re better than most reactors you see unlike some others you react

Stupendium would have been the perfect casting for Alastor in hazbin hotel

I think you'd find the Chalkeaters' other songs really good and humorous, especially a certain Bethesda-themed ditty of theirs. Though if you do watch their Animal Crossing/Doom one at any point, do keep in mind that the animated version cuts out like half the song

Had to be dolphins, only animals both depraved and smart enough to go along with a villains plans.

in the GLaDOS scene she also made fun of gabes weight. (Because she made fun of chells weight in portal 1)

7:06 Something to say was that his rule wasn't about skipping a rhyme, it was specifically breaking a song because a character can't think of a rhyme. The only exceptions he put in was for if it fit the character (like in Bikini Bottom Day) or if it's supposed to be a character who is writing the song, so he fumbles as he tries to improvise. It wasn't about breaking a rhyme, just stopping the song to have a line about not having a rhyme

I had to look it up, Ian, and it turns out that quote ("like the fru-its of the dev-eel") is from "So I Married An Axe Murderer."

Why do I feel like I want to play this Evil Stups in the game😂

By the way, the quote "so evil you have to say it's Evil, like the frUIts of the dEvil" is from "So I Married an Axe Murderer" starring Mike Myers. It's one of my favourite movies ever, plus I'm glad to hear it's not just me who says it all the time too :)

The co-op bots from portal 2 are Peabody and atlas

That song made me decide to play the game and its super fun

Surprised nobody really notices that the beginning after Gabe says 4 it starts with the valve intro

You gotta remember most of us did not play Half life Alyx

35:15 - Doctor Evil references aside, it's been well-documented that real-life dolphins simply have _really_ good PR and are actually WAY more "playfully violent" than sharks (and _certainly_ easier to train to go after certain targets), which means laser dolphins are pretty much the _ideal_ marine pet for a villain! :D

12:31 the quote "life gave you lemons take them out, take them out the freezer" is a reference to Cave Johnson's famous lemon quote “When life gives you lemons, don’t make lemonade. Make life take the lemons back! Get mad! I don’t want your damn lemons, what the hell am I supposed to do with these? Demand to see life’s manager! Make life rue the day it thought it could give Cave Johnson lemons! Do you know who I am? I’m the man who’s gonna burn your house down! With the lemons! I’m gonna get my engineers to invent a combustible lemon that burns your house down!”

Oh if you liked this, and want to see other songs Stupendium is on, the Android Hell Blues, a portal song, is really good.

This is a surprise but a welcome one chalkeaters deserve all the love

The fact the Chalkeaters got the guy involved with Half Life to say a line in the song is just great.

These robota from Portal 2 co-op was P-body (orange) and Atlas (blue)

"fru-eets of the deveel" apparently comes from So I Married An Axe Murderer. I didn't remember either, had to look it up.

Irony: I was watching a rerun of Destination Truth on Discovery last night and the after show had Seth Green..who played Scott Evil and they talked about him playing Doctor Evil's son Scott in the Austin Powers trilogy..and Scott's Evil Laugh he finally used in the third movie. "It's creepen' a bit" is one of my favorite lines from Dr. Evil ever..from how he describes Scott's laugh and how he needs to "take it down a notch"..I watched THAT movie way too many times back in the day.

I don't know why, but as soon as the video started, my mind went "his head is too short, he's got a flat head".

When I heard this song I pictured a train or factory. The start of the song is the factory being shut down and as the song continues the factory starts to become operational and start producing again.

If you didn't know, the playbutton in "FIEND LIKE ME" was actually the OG Gold playbutton that KZfaq gave out to people who hit one million in 2012, which was discontinued due to lack of funds and that the gold youtube logo inside the plaque was made entirely of pure 24 karat gold. The playbutton is very valuable due to it's material and its rarity. JackSucksAtLife (he specializes in obtaining youtube awards) bought the playbutton for more then a thousand dollars.

The co op bots from portal 2 are the Peabody, the ball boi and atlas the peanut

I love how he puts the pyro mask from tf2 on u and u see what pyro sees cuz pyro is portrayed as a merciless and coldblooded murdered to where even heavy is scared of him however he only sees rainbows and candy and it’s cuz of the mask he wears

His bars were so powerful and his visuals so engaging that the lights couldn't handle it

Your MMB reference has been noted and appreciated.

Although this may be late, but yes this stick puppet style is a staple of Chalkeaters, and they have done a few songs already like on EA, the irony of Doom and Animal Crossing being released at about the same time, hence the Doom Crossing song and other topical songs.

Now I think that the Stupendium likes the roll of been evil...well...he likes to dress in a different way in all his videos...you now ... he has a lot of ideas, a lot of aswome lirics, and more evil mind that a real EVIL MIND

The legend of the pause

Pretty sure the Ellen McLain verse was intended to reprise the melody from the Jonathan Coulton songs written for the Portal games, right?

Stupendium fits the smart villain so well, god damn

So, fun fact: In Original Pronunciation, a modern reconstruction of a London dialect from around 1600, "Fear" would have actually rhymed with "Glare" or "Lair". ;)

Great video, I hope you listen to more chalk eaters because I’ve been there from their first song and they are great content.

incredibly knowledgeable. I like it

Another level of the last couple lines, sharks are already 'bad' and dophins are cute so it's extra evil to turn them into murder machines.

I just realized why you see the alternative universe where it half life 3 when he throws the mask at you, it’s because it’s the pyros mask cause I think I makes them se a cheerful universe

Some facts about "Count to three". Of course, I've seen someone say they say "3" only 2 times and the song is 1 second behind 3 mins. But this song was also originally going to be more "punishing" than motivational is how Chalkeaters put it BUT the reason they didn't make it meaner was because Gabe Newel turned out to be so nice. Gabe even tried to sing a couple of lines but, as he said, “that was.... bad”. Lol. This song is so great. Gabe and Ellen both actually being involved with this song makes it so cool!

I should’ve recommended ‘It just Works’ the first time I saw this lol

Its nice that Gabe was fine with The Chalkeaters basically dissing Valve, haha!

The chalkeaters logo have 3 dots but in this song there are only 2

I like how the elevator goes -1 -2 -2.2 -4.

Version alert! Version Alert! For The Chalkeaters' Doom Crossing: Eternal Horizons, there are two versions. Complete Song kzfaq.info/get/bejne/h9-UrbeWu6nJcXU.html Abridged song, but has video: kzfaq.info/get/bejne/i5qcrZt-s5yxgXU.html I prefer the complete song myself.