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Villain Overview
They laughed at us, but now it's our turn to laugh back. Embrace your inner Lemon. Let it drive you. This was meant to be alternate fuel's greatest moment. After today, everyone will race back to gasoline and we, the owners of the largest untapped oil reserve, will become the most powerful cars in the world! They'll come to us and they'll have no choice, because they will need us. And, they will finally respect us. So, hold your hoods high. After today, you will never be ashamed of who you are. Long live Lemons!
~ Sir Miles Axlerod rising to power, with a notably darker voice

Sir Miles Axlerod (simply known as Miles Axlerod) is the main antagonist of Pixar's 12th full-length animated feature film Cars 2. He was Mater’s nemesis as he planned to kill his best friend, McQueen.

He is the manipulative leader of the Lemons who wanted to turn the entire world against alternative fuels and make money out of it. However, his plans were foiled when Mater exposed his crimes.  

He was voiced by Eddie Izzard, who also played Tony P. in Mystery Men and Dr. Schadenfreude in Igor.


Axlerod was first seen during a television interview where he announced his new creation called the World Grand Prix, a three-country race he created that attracts the world’s top athletes and show off his latest creation: a new alternative fuel called Allinol.

Many racers around the world (including Lightning McQueen) signed up to participate in the races and test the new fuel, but as time goes by, crashes started to occur due to the Allinol igniting up during the first race in Tokyo. After getting himself into an undercover mission with British agents Finn McMissile and Holley Shiftwell by accident, McQueen's friend Mater shows Finn and Holley the picture of Axlerod's engine, which was contained in a chip given to him by Rod Redline which reveals the mystery engine of the Lemons' leader. Prior to this, Redline was executed by the Lemons, who felt betrayed by Redline due to his clever Lemon disguise.

Mater (who has gone undercover) soon learned of a horrible revelation: Professor Zündapp and his gang of Lemon cars are responsible for the crashes, as Zündapp created EMP weapons designed as Prix cameras to ignite the Allinol as part of their plan to discredit alternative fuel so that the world can go back using oil.

The Lemons still own the largest oil reserves in the world. Following the sabotage of the second race in Porto Cosa, Axlerod seemingly decides to suspend the races to use Allinol, though McQueen decides to remain using it for the final race in London. Because of this, Zündapp receives his orders from his unseen superior to kill McQueen at all costs, much to Mater's shock. Eventually, Zündapp and his gang were able to track down Mater, McMissile, and Holley before trapping them all and heading over to London. After having Grem and Acer to tie up Mater and the agents inside Big Ben to enact the final stage of their plan, Zündapp fires up the EMP beam on McQueen during the race. 

However, McQueen unexpectedly escapes unscathed, as it turns out that one of McQueen's friends Sarge switched the Allinol with organic fuel to avoid such an incident, just as Mater escapes to warn McQueen. Anticipating that the attempt would fail and that Mater would escape, Zündapp implanted a bomb inside Mater's air filter in hopes that he would set it off to kill both McQueen and Mater. However, Mater uses his rocket booster to speed himself and McQueen out of range, much to Zündapp's anger.

After Zündapp and the Lemon cars end up being defeated by Mater and the others, Mater tries to disarm the bomb but is unable to do so as it can only be disarmed by the one who activated it, plus he cannot unbolt the bomb out from his air filter. Eventually, Mater soon realizes that Axlerod was the unseen mastermind this whole time, as it turns out that Axlerod pretended to be a hybrid to cover his true colors since he leaked some oil during the Tokyo party and blamed Mater for it.

He also realized that Allinol is actually gasoline engineered by Axlerod as part of the plan to discredit alternative fuel. Without hesitation, Mater heads over to Buckingham Palace, where he angrily confronts Axlerod for the plot. At first, Axlerod tried to deny it and angrily warned Mater to stay away from him, but was forced to deactivate the bomb to avoid being killed by the imminent explosion, thus confirming Mater's suspicions.

Mater even opens up Axlerod's hood, revealing a Rover V8 engine shown in a photo held by the agents depicting the unseen mastermind with his hood opened up, thus proving to be a perfect match. With the plot exposed, Axlerod is last seen being restrained by two police cars, much to his distraught as he wonders how Mater managed to deduce his plot. It is presumed that Axlerod is arrested (along with Zündapp and the Lemons) for conspiracy to commit crime, murder, and embezzlement. 


No, I know him. This is the bloke that called in on the television show. You're the one I have to thank. Ah, he's a little excited isn't he? You got a towel?
~ Axlerod blaming the oil leak on Mater.
Wait, somebody save me! The lorey's crazy! Keep away, you idiot! Someone do something! You're insane you are! DEACTIVATE!!!
~ Axlerod forcing to reveal his crimes by turning off the bomb to prevent killing himself.
How did the tow truck figure it out?!
~ Axlerod's last words as he's being arrested for his crimes.


  • So far, Axlerod is the only Pixar villain that never revealed his own true nature; Mater exposed it for him because the latter refused to confess it.
  • A picture of Axlerod is in Sterling's office in Rusteze Racing Center. However, it is an easy Easter egg to miss and it is possible Axlerod was once good friends with Sterling.


           PIXAR Villains

Animated Features
Sid Phillips | One-Eyed Bart | Attack Dog with Built-in-force-field | Hopper | Grasshoppers (Thumper) | Fly Brothers | Stinky Pete | Al McWhiggin | Emperor Zurg | Zurg Empire (Zurg Bots, Warp Darkmatter, Hornets, Brain Pods & Grubs) | Dr. Porkchop | Henry James Waternoose III | Randall Boggs | Syndrome | Omnidroids | Mirage | The Underminer | Bomb Voyage | Chick Hicks | Boost, DJ, Wingo & Snot Rod | Chef Skinner | AUTO | GO-4 | Charles F. Muntz | Alpha | Beta and Gamma | Lots-o'-Huggin' Bear | Lotso's Gang (Ken, Big Baby, Stretch, Chunk, Sparks, Twitch & Monkey) | One-Eyed Betty | Miles Axlerod | Lemons (Professor Zündapp, Grem & Acer) | Mor'du | Jangles the Clown | Thunderclap | Thunderclap's Flock | Velociraptors (Bubbha) | Ernesto de la Cruz | Security Guards | Screenslaver | Gabby Gabby | The Bensons | Curse Dragon | Pixie Dusters (Dewdrop)

Shorts, Television & Video Games
Kabuto | Big D | Ronald Tompkins | Mr. Jones | The Cleric | Battlesaurs (Goliathon & Reptillus Maximus)

           77A7C27E-A03D-4F9F-A393-BAC3D842152F Villains

Cars: Chick Hicks | Boost, DJ, Wingo & Snot Rod
Cars 2: Miles Axlerod | Lemons (Professor Zündapp, Grem & Acer)
Cars 3: Chick Hicks
Planes: Ripslinger | Zed | Ned
Planes: Fire & Rescue: Cad Spinner

Shorts, Television & Video Games
Kabuto | Big D | Chick Hicks Racing Academy

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