Earth's Mightiest Annotations
by Sean McQuaid
Reformatting and division into linked "Supplemental" documents by Van Plexico

AVENGERS (volume 3) # 12
January, 1999
"Old Entanglements"
By Kurt Busiek & George Perez
with Al Vey & Bob Wiaceck (finishes), Tom Smith (colors),
Richard Starkings/Comicraft/WA (letters), Tom Brevoort (editor) &
Bob Harras (editor-in-chief).

Avengers Assembled:
Captain America, Scarlet Witch, Vision [II], Firestar & Justice (as active
members); Hawkeye (appears as leader of the Thunderbolts and resigns from
the Avengers in this story); Iron Man (as Tony Stark, as an active member on
medical leave); Giant-Man (as a reserve member); and Wonder Man & Firebird
(as inactive members). In addition, Avengers members Falcon [II], Tigra,
Moon Knight & Mockingbird appear in various flashbacks, as does Mister
Immortal, leader of the unofficial Great Lakes Avengers expansion team.

Other Characters:
Megan McLaren, Edwin Jarvis, The Thunderbolts (Atlas, MACH-1, Moonstone [II],
Songbird, Jolt & Hawkeye) and Dominex. In addition, Graviton, The X-Men
(Professor X, Angel [III], Beast, Cyclops, Iceman & Marvel Girl), Lucifer,
Sunstroke, Butte, Cactus, Gila & Dominus appear in various flashbacks.

EXTERIOR COVER
This issue's wraparound cover illustration (drawn by George Perez and
colored by Tom Smith) features the Avengers (Captain America, Scarlet Witch,
Vision, Wonder Man, Firebird, Firestar & Justice) in battle with the
Thunderbolts (Hawkeye, Atlas, Jolt, MACH-1, Moonstone & Songbird). The
illustration reveals several of the story's plot points--the fight between
the Avengers and the Thunderbolts, Vision's return to action, Wonder Man's
continued ability to manifest his "undead" energy form since his
resurrection, and the involvement of Firebird in the story. There are two
slight errors, both involving Firebird. The cover depicts her taking part
in the Avengers' battle with the Thunderbolts, but she does not appear in
the story until that battle is over; and the cover depicts her in an earlier
version of her costume, while Perez has given her a newer, slightly
redesigned outfit in the story itself.

It should be noted that this issue has two alternate Perez-Smith covers
printed in smaller quantities. One cover, available exclusively through
Dynamic Forces, depicts the assembled Avengers and Thunderbolts--Jolt,
Firebird, Songbird, Hawkeye, Atlas, Firestar, Justice, Captain America,
Moonstone, Scarlet Witch, Wonder Man, MACH-1 & Vision--charging into action
together. Another cover, available in small quantities to retailers who
ordered a certain amount of this issue, reproduces an illustration that
has also been used as the basis for a recent T-shirt and a limited edition
poster: a framed portrait of the recent members of the Avengers, including
Thor, Iron Man, Captain America, Hawkeye, Scarlet Witch, Vision, Wonder Man,
Warbird, Firestar & Justice. [And was the main image for the Avengers Assemble!
Website during 1998 and 1999 --Van]

INTERIOR COVER
This issue's interior cover recaps the history of the Thunderbolts and
offers short profiles of the Avengers (Captain America, Iron Man,
Scarlet Witch, Vision, Wonder Man, Justice, Firestar, Giant-Man & Firebird)
and the Thunderbolts (Atlas, MACH-1, Songbird, Moonstone, Jolt & Hawkeye).

PAGE ONE
Television reporter Megan McLaren (first seen in Thunderbolts # 1 and last
seen in Avengers [v3] # 11) recaps the history of the Thunderbolts. For more
information on the Masters of Evil and the Thunderbolts, see the EMA
supplements devoted to the Masters of Evil, the Thunderbolts, Hawkeye,
Atlas, Jolt, MACH-1, Moonstone [II] & Songbird.

Panels 2-3:
The Thunderbolts first appeared in Incredible Hulk # 449, but the "splashy
debut" McLaren refers to occurred in Thunderbolts # 1, which was published
after the Hulk comic but comes before the Hulk story in terms of chronology.
The Thunderbolts were exposed as the Masters of Evil in Thunderbolts # 10,
and most of them rebelled against their leader Baron Helmut Zemo's
villainous plans in Thunderbolts # 11-12, breaking away from Zemo to become
a genuinely heroic group.

McLaren mentions the team's battles with "a robotic Hulk" and Graviton,
depicted in Thunderbolts # 16-17. Zemo and his accomplice Techno created
a robotic facsimile of the Hulk to lure the Thunderbolts into a battle
that released the supremely powerful super-criminal Graviton from another
dimension. The Thunderbolts teamed with the Lightning Rods to battle
Graviton, but proved unable to defeat him; however, Thunderbolts member
Moonstone saved the assembled heroes by persuading Graviton to depart since
he had no reason to fight them.

The "new Masters of Evil" McLaren refers to is the sixth super-criminal
group known as the Masters of Evil. They first appeared in Thunderbolts # 3,
and have since appeared in Thunderbolts # 18-20 & 23. The current Masters
are a mercenary criminal group led by the new Crimson Cowl (the third
individual to use that alias, a costumed guise originally used by a previous
leader of the Masters of Evil). Their members include the second Cyclone,
Flying Tiger, Klaw, Man-Killer & Tiger Shark. The Thunderbolts first fought
the new Masters of Evil in Thunderbolts # 3, before the Thunderbolts were
exposed as former Masters themselves. Since then, the Masters have offered
to recruit the Thunderbolts into their organization (Thunderbolts # 18),
tried to intimidate the Thunderbolts into joining them (Thunderbolts # 19),
battled the Thunderbolts when they refused (Thunderbolts # 20) and spied
on the Thunderbolts' activities (Thunderbolts # 23). Most recently, in
Thunderbolts # 23, the Thunderbolts' new leader Hawkeye has declared war
on the Masters, swearing to bring them to justice.

     Panel three shows the Thunderbolts (Atlas, Jolt, Moonstone, MACH-1 &
Songbird) and Lightning Rods leader Mister Immortal (bottom right)
confronting Graviton (floating in the air at left), a confrontation
previously shown in Thunderbolts # 17.

Panels 4-5:
Shortly after offering his services to the Thunderbolts as their new leader,
Hawkeye rescued Thunderbolts members MACH-1 and Songbird from an altercation
with the National Guard. Songbird, then emotionally distraught, had been on
a destructive rampage while MACH-1 tried to stop her. Both Thunderbolts were
downed by the National Guard, who cornered them and might have captured them
had they not been rescued by Hawkeye. These events took place in
Thunderbolts # 21, and were captured on film by a nearby photographer. The
photograph (reproduced in panel 4) was made public by television reporter
Gayle Rogers in Thunderbolts # 22, sparking widespread speculation about how
and why Hawkeye had become involved with the Thunderbolts.

     Hawkeye is pictured riding an ATOMIC STEED, one of the
atomic-powered, one-man aircraft manufactured and employed by the High
Evolutionary's Knights of Wundagore. Atomic steeds first appeared in Thor
[v1] # 134. The Avengers salvaged this particular steed from a dead knight's
resting place in Avengers [v1] # 187 and kept it for further study. Later,
it was adopted by Dane Whitman, the current Black Knight (then an active
Avengers member), as his principal means of personal transportation. Whitman
had already stopped using the steed before he quit the Avengers, and left it
behind when he left the team. Its last Avengers appearance was in Avengers
Unplugged # 6, when the second Swordsman used it to battle the Blood Wraith
alongside the Avengers. Since then, Hawkeye has adopted the steed as his own
principal means of personal transportation, apparently taking it with him
when he recently took an indefinite leave of absence from the Avengers in
Avengers [v3] # 9. Hawkeye has been using the atomic steed since
Thunderbolts # 20.

Panel 6:
Avengers Mansion, the home and headquarters of the Avengers, is located at
890 Fifth Avenue in Manhattan.

PAGE TWO

Panel 1:
Cap says Hawkeye hasn't responded to communicard calls since Iron Man
last spoke to him "weeks ago." As the footnote indicates, this is a
reference to the recently published Iron Man/Captain America '98 one-shot,
in which Iron Man used a global mind-control network to erase the knowledge
of his secret identity from the minds of everyone on Earth (the network had
been created by Mentallo for the purposes of global domination until Iron
Man defeated him, after which Iron Man destroyed the network to prevent
anyone from abusing its power--but not before Iron Man himself took
advantage of the opportunity to use it). Iron Man believed too many people
(including various enemies) had learned of his secret identity over the
years, so he decided his double life would be safer and his good works more
prosperous if his dual identity became a closely guarded secret again;
however, he felt that certain longtime friends and close allies deserved
to retain the knowledge of his true identity, so he contacted these people
after his global mindwipe and restored their knowledge of the fact that he
is secretly his own supposed employer: billionaire inventor, entrepreneur
and Avengers financier Tony Stark. Iron Man indicated he was going to
contact Hawkeye with this information in Iron Man/Captain America '98, and
apparently did so. Other past and present Avengers whose knowledge of
Stark's secret identity was restored include Thor, Giant-Man, Wasp,
Captain America (who strongly disapproved of Iron Man using mind control
for personal benefit in this fashion), Scarlet Witch, Vision, Wonder Man,
Warbird and Jim Rhodes. Civilians aware of Stark's true identity now include
Stark's confidants Happy Hogan & Pepper Potts and Stark's physician, Doctor
Jane Foster.

Panel 2:
The Avengers communicards serve as personal identification cards for
Avengers members, but they also perform a variety of other functions,
including tracking and communications. Each communicard has the capacity
for two-way audio-visual communication with Avengers facilities and vehicles
or other communicard users, and communicards can also be used to track the
whereabouts of members who use them.
     Captain America, Firestar & Justice, all currently active members of
the Avengers, are trying to locate absent active member Hawkeye after
receiving reports of his apparent connection to the Thunderbolts, wanted
fugitives who formerly worked for Captain America's mortal enemy Baron
Helmut Zemo as members of the Masters of Evil, an infamous criminal cartel
with a long history of conflict with the Avengers.

Panels 3-4:
Active Avengers member Scarlet Witch enters with Wonder Man, who has
apparently returned to active Avengers duty since returning from the dead
in Avengers [v3] # 10-11. As observed last issue, the reborn Simon seems to
have regained his conventional form, a human-looking body with prematurely
gray hair and glowing red eyes that he conceals with red-tinted sunglasses
(his use of the sunglasses here is somewhat curious since Simon had ceased
wearing them long before his death, having become self-confident enough
that he was no longer insecure about how his eyes looked; he hasn't worn
sunglasses or goggles regularly since West Coast Avengers [v2] 12). He is
wearing a new Perez-designed costume which follows the same basic design as
his last few costumes: dark-colored with a large, bright red "W" emblem on
the chest. The intimacy of Wanda's and Simon's body language indicates they
have continued the romance they began after Wanda brought Simon back from
the dead last issue.

     Captain America says the Thunderbolts mind-controlled the Avengers
once before, but as Scarlet Witch points out it was their leader Baron Zemo
who did that, and it was the Thunderbolts themselves who freed the Avengers
from Zemo's control and helped defeat him, saving the Avengers' lives in the
process. All this happened in Thunderbolts # 11-12 during Zemo's nearly
successful attempt to conquer the world. Captain America's judgment may be
somewhat clouded by his bitter personal enmity with the Thunderbolts' former
leader Zemo, and this is neither the first nor the last indication of faulty
judgment on his part since his current leadership term with the Avengers
began.

Panel 5:
Hank Pym, alias reserve Avengers member Giant-Man, is speaking through the
communications equipment. Giant-Man downgraded to inactive Avengers
membership in Avengers [v3] # 4 so he could devote more time to his paying
scientific research and rebuilding his romantic relationship with the Wasp.
He and the Wasp have since been persuaded to take on reserve status with
the team as of Avengers [v3] # 10, and last appeared in Avengers [v3] # 11
when they helped the Avengers fight the Grim Reaper in a mystical battle
that resulted in Wonder Man returning to life.

Panel 6:
Justice mentions seeing Arkon IV, a Dino Domani sword-and-sorcery action
movie starring Arnold Schwarzburger as the barbarian hero Arkon and Simon
(Wonder Man) Williams as the villain (Arnold Schwarzburger as Arkon is, of
course, a parody of real-life actor Arnold Schwarzenegger as the fictional
barbarian hero Conan). Simon has been pursuing an acting career for years,
and his starring role in Arkon IV was his first big break, catapulting him
into a brief but heady period as a bona fide superstar. Simon failed to get
many good parts thereafter, though, and was largely typecast as a B-movie
action actor. The popular Arkon movies (which exist only in the Marvel
comics as a parody of Conan) were based on the otherdimensional warrior
monarch Arkon, Imperion of Polemachus, an old foe and occasional ally of the
Avengers. When Arkon learned of Earth's film industry taking his name in
vain, he assaulted Wonder Man and demanded that Hollywood stop producing
Arkon films. Wonder Man promised to take Arkon's demands to the producers of
the Arkon films, though whether they complied with Arkon's demands is
unknown. Wonder Man landed his Arkon IV role in West Coast Avengers
[v2] # 6, and after months of work the film debuted in West Coast Avengers
[v2] # 25.
     Arkon himself first appeared in Avengers [v1] # 75-76, when he
threatened to destroy Earth as a means of rejuvenating his own world's
life-giving energy ring; however, the Avengers managed to thwart his
efforts until they restored the energy ring of Polemachus for him. With his
world safe, Arkon ceased to endanger Earth and also released the Scarlet
Witch, whom he had previously abducted in hopes of making her his mate. His
subsequent Avengers appearances include Avengers [v1] # 84 (battled Avengers
as unwitting pawn of the Enchantress), West Coast Avengers [v2] # 31
(battled Wonder Man and demanded that Earth stop producing Arkon movies),
Avengers West Coast # 75 (employed Avengers and Fantastic Four as pawns in
his war with rival otherworldly monarch Thundra until he made peace with
Thundra after realizing they shared a strong mutual attraction) and Avengers
[v1] # 358-359 (with consort Thundra, sought Avengers' aid in repairing
Polemachus's energy ring and protecting the maiden Astra from becoming a
human sacrifice to Polemachus religious zealots led by the high priest
Anskar).

PAGE THREE
Longtime Avengers member the Vision has been inactive since Avengers
[v3] # 3, when his lower body was blown away by Morgan Le Fay. Vision's
synthetic physiology enabled him to survive the injury, but it took months
to rebuild and repair his synthetic anatomy. Pym's role in that repair work
makes sense since he is one of the foremost biochemists in the world as well
as an expert in robotics; he even created Ultron, the rogue robot who in
turn created the Vision. Given his background, Pym is ideally suited to
service an artificial being whose physiology incorporates both mechanical
and synthetic biological components.

The recovered Vision looks almost exactly as he did when he first appeared
in Avengers [v1] # 57. He had been transformed into a pale-skinned,
robotic-minded version of himself in West Coast Avengers [v2] # 42-45 when
his mind was seemingly erased during a government-sanctioned dismantling of
his form, and once reassembled he remained in this pale, emotionless state
for years, years during which he was estranged from his wife the Scarlet
Witch and his "brother", Wonder Man, whose brain patterns were used as the
template for creating Vision's articifical mind. The Vision gradually began
to recover fragments of his old memories and capacity for emotion over
time, though, and also regained his original physical appearance when his
mind was transplanted into the body of a Vision from an alternate Earth.
More recently, during the Vision limited series, Vision seemingly regained
his capacity for emotion altogether, as well as access to all the memories
and feelings of his past life; however, during his recovery from the
injuries inflicted by Morgan Le Fay, Vision has been acting like an
emotionless robot again, prompting Wanda to give up hope of restoring their
marriage and begin a romance with Wonder Man.

The Vision is wearing his original costume for the first time in years, a
move that might reflect a return to his original emotional outlook--that of
a solitary misfit who pretends to be unfeeling despite his actual capacity
for emotion. Not counting his recent holographic representations of this
costume, Vision hasn't worn his original outfit since West Coast Avengers
[v2] # 40, just before he was dismantled and reconstructed. It looks
slightly different here in terms of color, with a darker, richer look than
before thanks to the line art's heavy use of blacks in the green areas and
the colorist's generous application of golden shading in the bright yellow
areas. As well, Perez draws the Vision with very lean features that
play up the character's ghostly inhumanity and heighten Vision's slight
resmblance to his namesake Aarkus, the 1940s mystical adventurer previously
known as the Vision.

PAGE FOUR

Panel 1:
As Cap says, Vision has a history or recovering from extreme injuries, such
as his loss of an arm in the original Vision/Scarlet Witch limited series,
his reduction to a lifeless comatose state in Avengers [v1] # 93 & 233-237,
his injuries at the hands of a suicide bomber in Avengers [v1] # 113, his
bodily paralysis in Avengers [v1] # 238-242, his total dismantling in
West Coast Avengers [v2] # 42-45, his extensive damage in the conflict
with the Combine (Avengers [v1] # 324), his miraculous survival of the
detonation of the interplanetarily destructive nega-bomb in Avengers [v1]
# 347, heavy damages suffered in battle with Onslaught (in Onslaught:
Marvel Universe) and, most recently, having his entire lower body destroyed
by Morgan Le Fay.

When Justice says he was starting to think this day would never come, he's
echoing the sentiments of many anxious Avengers readers. In fact, several
aspects of this scene seem like echoes of or answers to the ongoing griping
from fans about the fate of the Vision, many of whom felt that Vizh had been
inactive too long and that his fellow Avengers seemed largely indifferent to
him during his recovery. As if in answer to that, Cap takes pains in
subsequent panels to assure Vision he is being welcomed back as a friend,
not just an asset, and Wonder Man gives Vision a surprisingly affectionate
greeting.

Panel 2:
As Vision says, teammates Tony Stark (Iron Man) and Hank Pym (Giant-Man)
have been working to aid his recovery since he was injured in Avengers
[v3] # 3. Thor has been less available for active duty in the Avengers of
late due to his conflicting commitments in his new civilian identity as
paramedic Jake Olson, as seen in Thor's own ongoing series. Iron Man is
on indefinite medical leave due to injuries suffered at the hands of
Spymaster's Espionage Elite, the Mandarin, the new War Machine and the
Grim Reaper in Iron Man [v3] # 8-12 & Avengers [v3] # 10-11. His recovery
has been slow, and he recently learned that his physical health in general
is poor due to his constant exposure to the energy fields generated by his
Iron Man armor. In fact, his personal physician has ordered him to abstain
from using the Iron Man armor altogether or risk never regaining his
physical health. Instead, Tony is trying to think of some way he can act
as Iron Man without exacerbating his health problems, and in the meantime
he is acting as Iron Man only in situations of extreme emergency. As such,
Iron Man is on indefinite medical leave from the Avengers.

Panels 3-4:
Simon's unabashedly affectionate reaction to Vision's recovery is surprising
to say the least, and more than a little difficult to believe. The two men
did have an affectionate relationship years ago as of Vision/Scarlet Witch
[v2] # 2, when the realization that they shared different versions of the
same mind made them see each other as brothers; but when Vision was
dismantled in West Coast Avengers [v2] # 42-45, Simon revealed that he'd
always secretly resented the use of his brain patterns in Vision's
programming and felt violated by the invasion and duplication of his mind
(Vision was created while Simon was in a death-like coma that lasted for
years). Because of this, and because Simon was secretly in love with
Vision's wife Scarlet Witch, Simon initially refused to assist in efforts
to restore the Vision's mind after his dismantling. Simon only broke down
and agreed to help months later in Avengers West Coast # 53 when Scarlet
Witch had become so emotionally distraught that she lapsed into a catatonic
state; ironically, though, Vision himself explained that Simon's brain
patterns could not truly repair the damage done to his mind, so Simon's
belated offer of assistance was refused. In the years since then, Wonder
Man has generally regarded the more "robotic", seemingly emotionless
Vision with varying degrees of scorn, indifference, resentment and outright
contempt, though he has occasionally expressed regrets about the seeming
demise of Vision's original Simon-based personality. Regardless, they
have not been close or remotely friendly for years, and Simon has no way
of knowing that the Simon-based aspects of Vision's consciousness have
recently regenerated.
     In light of the above facts, Wonder Man's brotherly embrace of
Vision seems like either hypocrisy on Simon's part or evidence of a
previously unrevealed dramatic change in Simon's attitude toward the Vision,
perhaps brought about by their latest brushes with death. Regardless,
Simon's actions seem somewhat clumsily insensitive given his current
relationship with Vision's estranged wife, Wanda. After years of bad
relations with Vision followed by a current romance with Vision's former
spouse, Simon is probably assuming a little too much good will on Vision's
part when he professes a loving brotherly relationship with Vision for the
first time in years.
     As Simon says, the "Williams boys" have a habit of surviving.
Vision has recovered from severe damage many times over, and Wonder Man has
returned from seeming death several times over the years. Wonder Man
seemingly died in his first appearance (Avengers [v1] # 9), when he
infiltrated the Avengers on behalf of the Masters of Evil but turned on
the Masters to save the Avengers in the end, seemingly dying in the process.
The Avengers buried him, but he was actually in a death-like coma while
the process Baron Heinrich Zemo used to give him superhuman powers slowly
mutated his body into a seemingly immortal superhumanoid form permeated
with ionic energy. Revived as a zombie pawn of the Black Talon in Avengers
[v1] # 151-152, Simon was soon restored to full consciousness by the
Living Laser and joined the Avengers as the reborn Wonder Man.
     More recently, Simon seemingly died again when he was blown to atoms
during a battle with the alien forces of the Kree and the Scatter in Force
Works # 1; however, his largely unrequited love for the Scarlet Witch served
as a psychic anchor of sorts that kept him from fully surrendering to death
even though he was a disembodied consciousness, and he hovered between life
and death as bodiless energy for months. When Scarlet Witch cast a
super-powerful spell meant to summon anyone connected with the Avengers to
help her overthrow the alternate reality kingdom established by Morgan Le
Fay, Wonder Man tapped into that mystical summons and reformed as an undead
energy being in Avengers [v3] # 2. He was seemingly destroyed again in the
subsequent battle with Morgan Le Fay (Avengers [v3] # 3), but began to
periodically reappear in Wanda's vicinity through his emotional link to her
(Avengers [v3] # 4-9). When Wanda finally returned Simon's feelings of love
during their battle with Simon's mad brother the Grim Reaper, Simon was
mystically restored to full physical life once more (Avengers [v3] # 10-11).
     Simon's biological brother Eric Williams, a longtime Avengers foe
in his guise as the Grim Reaper, also has a habit of returning from the
dead. He died in a fatal fall while fleeing in a guilt-stricken panic after
achieving a reconciliation of sorts with Simon and Vision (in Vision/Scarlet
Witch [v2] # 2), but returned from the dead several times as a zombie or a
demon. He was recently restored to full life by admitting his love for
Simon in Avengers [v3] # 10-11, and is currently seeking psychiatric help
for his mental problems.

Panels 5-8:
The Play Room is the Avengers Mansion combat training facility, first seen
in Avengers [v1] # 17 and last seen in Avengers [v3] # 8.
     Justice has been overwhelmed by serving with his idols, the
Avengers, ever since he joined the team in Avengers [v3] # 4.
     Firestar has been coping with health problems stemming from her
mutant microwave powers since her days with the New Warriors, and began
asking the Avengers for help with this problem in Avengers [v3] # 9.
Hank Pym promised to look into her problems in Avengers [v3] # 10--and
as a leading biochemist who has a great deal of experience with the study
and treatments of metahuman physiologies, Hank is well suited to dealing
with Firestar's problem. After all, he already solved the long-term health
problems associated with his own superhuman powers.
     Firestar's real name, used here by Hank, is Angelica Jones.

PAGE FIVE

Panel 3:
It's understandable that Simon would be anxious to look up his old haunts.
In addition to returning from the dead, his recent rebirth also marks his
return to New York after years of living in California (where Simon pursued
his movie career and worked as a member of the then-active western Avengers
roster). Simon hasn't been based in New York since Avengers [v1] # 239,
though he previously lived there for years before and during his initial
stint with the Avengers.

Panel 4:
The "slight reserve" in Vision's voice, like Vision's whispered anguish over
Wanda's departure in Avengers [v3] # 4, is another indication that Vision
may no longer be as emotionless as he seems to be.

Panel 5:
Apart from the Vision, the Beast was Simon's closest friend during Wonder
Man's time with the Avengers. The BEAST (Hank McCoy) is a mutant adventurer
and brilliant biochemist born with ape-like agility, dexterity and bodily
proportions, as well as superhuman strength. A founding member of the X-Men,
he graduated from that group to a civilian career as a scientist, during
which his mutation research led to a mishap in which he grew fur all over
his body and took on a more animal-like appearance. Shortly after this, he
joined the Avengers on a probationary basis during a membership drive
(Avengers [v1] # 137) and won full official membership in Avengers
[v1] # 151. After a fairly lengthy active membership stint, he retired to
reserve status in Avengers [v1] # 211. Though he has gone on to membership
in other groups, including the Defenders, X-Factor and the X-Men, the Beast
has remained affiliated with the Avengers on a reserve basis. He last worked
with them in Avengers [v3] # 1-4, when he aided the team against Morgan Le
Fay and helped Avengers member Binary diagnose the state of her powers.
More recently, he helped the Avengers examine their ailing friend Rick Jones
in Avengers Forever # 1.

Maria De Guadalupe Santiago, alias SILVERCLAW, is the foreign foster child
of Avengers butler Edwin Jarvis; she recently came to America from Costa
Verde to study at Empire State University, aiding the Avengers against Moses
Magnum in Avengers [v3] # 8-9. Through means as yet unexplained, Silverclaw
was apparently born with superhuman powers as a "daughter of the volcano
god" in her home country, and can transform into various South American
animals.

PAGE SIX
President Franklin Delano Roosevelt gave Cap the unique admantium-vibranium
alloy shield he used for most of his career until recently. FDR bestowing
the shield on Cap was depicted in Captain America [v1] # 255. Cap first
adopted the shield in Captain America Comics # 2, and lost it only
recently in Captain America [v3] # 2 when it went missing at sea.

PAGE SEVEN
Hank Pym concocts a cure for Firestar's power-related health problems, and
Firestar is predictably overjoyed. Hank's joking warning about the dangers
of turning Angelica into a giant insect is a reference to Avengers [v1]
# 393-394, when Hank's experimental emergency treatment of a fatally
injured Wasp caused Wasp to mutate into a huge, bizarre bug woman. When the
Avengers returned from the Franklinverse after Onslaught, Wasp had somehow
regained her normal human form. Readers were elated but not surprised,
since one of the first promises Kurt Busiek made after taking over the
Avengers was "no bug Jan."

PAGE EIGHT

Panel 1:
Angelica muses on how all her time with the New Warriors never led to any
hope of a cure, let alone an actual cure, yet the Avengers cured her very
shortly after she joined their team. Given this development, and her
admission last issue that she's starting to appreciate the qualities that
Vance admires in the Avengers, it's no wonder she's starting to like being
an Avenger.

Panels 2-4:
As an actor who originally worked in New York, Simon would have some friends
in the local theatrical community. Vision's offer to remote-interface with
Ticketron indicates an improvement Vision apparently made in his structure
during his reconstruction, giving himself remote telecommunications
and computer-interface abilities.

Panel 5:
Note the pinkish energy swirling about Wanda's foot. She's becoming so
comfortable with her newfound capacity for magic that she now stirs up
magical energies at a whim, absent-mindedly.

Panel 7:
As Wanda says, she and Vision have been very cold to each other of late
since Vision told her, in Avengers [v3] # 4, that he no long considered
himself her husband and she was therefore not obligated to be with him.
Wanda took this as a personal rejection and generally treated Vision with
impatience and indifference over the weeks that followed, but he assures
her that her actions are both understandable and acceptable.

PAGE NINE
Wanda is thrown off balance when Vision says she looks as radiant as she did
on the beaches of Rurutu, another hint that he may not be as emotionless as
he pretends to be. When Vision and Scarlet Witch first married in Giant-Size
Avengers # 4, they honeymooned on the Polynesian island of Rurutu for
months, as seen in Avengers [v1] # 137-139.

PAGE TEN

Panel 1 (continued from last page):
Cap refers to "the old Dominus base" as the site of one of the western
Avengers' "deadliest battles," a fairly accurate description. During the
years when the Avengers maintained an additional headquarters (Avengers
Compound) on the American west coast, the Avengers stationed an additional
western roster there. One of the western Avengers' most formidable enemies
was DOMINUS, a sentient computer complex created by the alien Quists, also
known as the Arcane. Dominus's main asset was mind control technology with
which it could covertly subvert the will of a planet's populace. In this
manner, Dominus quietly conquered hundreds of worlds on behalf of the
Arcane, creating an interstellar empire that few suspected and none could
resist. Earth was the first world to successfully oppose Arcane conquest,
beginning with the repeated defeats of the Quist agent Lucifer, whose
attempts to deploy Dominus were thwarted by Professor Charles Xavier and
his X-Men. The Arcane exiled Lucifer to the Nameless Dimension for his
failure, but he continued to menace Earth through various mind-controlled
human pawns. Deciding that Lucifer was attracting too much attention,
the Arcane reportedly had him terminated. They then modified Dominus so
that it would need less support from either humanoid or robotic caretakers,
but these improvements worked too well. The sentient computer Dominus became
completely independent of its masters, and mentally enslaved them as it had
done with so many other races. After that, Dominus returned to Earth to
continue its programmed mission of conquest, operating out of a secret base
in Arizona.
     When the western Avengers stumbled onto Dominus's operation, Dominus
sent them into the past in a damaged time machine that could only travel
backwards in time, hoping that would dispose of them forever. Miraculously,
the Avengers returned to the present day after various time travel
adventures. Confronting Dominus, they defeated the minions it had recruited
or created since coming to Earth, but too late to prevent Dominus from
activating its mind control devices; however, Avengers associate Moon Knight
proved able to resist the mind control thanks to his multiple personality
disorder, and continued to resist. Shocked and baffled by Moon Knight's
seeming immunity to the mind control, Dominus went mad and fled into outer
space. Dominus first appeared in X-Men [v1] # 21, and first used a humanoid
host body in West Coast Avengers [v2] # 17, when it began operating
unsupervised after mind-controlling the Arcane. The western Avengers' time
travel adventures (the "Lost in Space-Time" story arc) were chronicled in
West Coast Avengers [v2] # 17-23. The western Avengers confronted Dominus
and forced it to leave Earth in West Coast Avengers [v2] # 24.

Panel 4:
Jolt says she's never heard of Dominus, not surprising since the existence
of Dominus was unknown to the general public. As revealed in Thunderbolts
# 5, lifelong Avengers fan Jolt has been reading and compiling information
about the Avengers and other superheroes for years.

Panel 5:
The X-Men (Iceman, Angel [III], Beast, Cyclops & Marvel Girl) battle Quist
robots while a captive Professor Xavier and Quist agent Lucifer look on
from above at right. [Comprehensive supplemental annotations on X-Men
available here.]

As noted, the alien LUCIFER was an agent of the Arcane empire until
he was defeated by Professor Xavier and the X-Men during his attempts to
conquer Earth on behalf of the Arcane. The Arcane punished his failure by
exiling him to the Nameless Dimension, but he continued to menace humanity
by mentally dominating and empowering various pawns on Earth until the
Arcane decided he was attracting too much attention and reportedly had him
killed. Lucifer first appeared in X-Men [v1] # 9. His subsequent appearances
include X-Men [v1] # 20-21, Iron Man [v1] # 20 and Captain America [v1] #
177-178. He was reported dead in West Coast Avengers [v2] # 24. Apart from
his mastery of Arcane science, Lucifer had no special powers until his exile
to the Nameless Dimension. Once there, he somehow developed ionic energy
powers that he could channel into augmented strength, force fields and force
bolts. He could also "fuse" his mental and physical being into one or more
human host bodies, conferring his superhuman powers upon those host bodies
for the duration of his presence.

Hawkeye's joke about the other Thunderbolts not knowing anything of global
mind control schemes is a reference to the fact that they were unwilling
accomplices to Baron Helmut Zemo's recent global mind control scheme in
Thunderbolts # 11-12, though they ultimately helped foil Zemo's scheme
alongside the Avengers and the Fantastic Four.

PAGE ELEVEN

Panel 1:
Lucifer discovering his limited ability to exit the Nameless Dimension.

Panel 2:
In a scene from Iron Man [v1] # 20, the Lucifer-possessed Charlie Gray
battles Iron Man. In the end, Gray managed to overpower Lucifer and
drive him out.

Panel 3:
In a scene from Captain America [v1] # 177-178, Lucifer-possessed Aries [II]
and Lucifer-possessed Rafe Michel battle Captain America and the Falcon
(who was then Cap's full-time crimefighting partner). Lucifer was trapped
in the Nameless Dimension again when both of his host bodies died. Cap is
wearing a makeshift costume and wielding a garbage can lid in this scene
since this happened during the period when he renounced his Captain America
identity after a traumatic, disillusioning conflict with the Secret Empire
(for more details, see the EMA annotations for Avengers Forever # 2).

The second ARIES (Grover Raymond) was one of the leaders of the Zodiac crime
cartel. The original Aries (Marcus Lassiter) died while leading an
unsuccessful attempt to hold Manhattan Island hostage for ransom. Raymond
replaced Lassiter as the group's Aries, first appearing in Avengers [v1] #
120-122 when he was among the leaders who plotted to kill all the Geminis in
Manhattan; he then joined most of the other Zodiac chiefs in rebelling
against principal Zodiac leader Taurus, sparking a conflict that concluded
with all of the Zodiac leaders being captured by the Avengers. After that,
Aries [II] was killed while acting as a pawn of Lucifer in Captain America
[v1] # 177-178.

Panels 4-6:
These panels are an exceedingly brief account of the events of West Coast
Avengers [v2] # 17-24. Panel 5 depicts Dominus in its humanoid host body,
and panel 6 shows the Dominus computer complex fleeing into space after
its conflict with the Avengers.

Panel 3 shows the western Avengers (Espirita, Iron Man, Hawkeye, Wonder Man,
Mockingbird, Tigra & Moon Knight) battling the minions of Dominus
(Sunstroke, Butte, Cactus & Gila) in a flashback to the events of West Coast
Avengers [v2] # 24. Espirita is blasting Sunstroke at the top of the panel,
Wonder Man is smashing Butte in the middle of the panel, Tigra is slashing
Cactus at bottom left, and Mockingbird is scattering Gila monsters on the
right. An eighth western Avenger, Doctor Pym, also participated in this
battle but is not shown here.

Hawkeye appears here in one of the many variations of his original outfit;
he adopted this particular version of his traditional costume in Hawkeye
[v1] # 2, and slightly modified it in West Coast Avengers [v2] # 12 by
removing its long sleeves. He kept this version of his costume until the
second Hawkeye limited series, when he adopted a new version of his
traditional outfit, and he wears yet another version of his traditional
costuming today (a version adopted as of Thunderbolts # 10 & Avengers
[v3] # 1). Iron Man is shown here in the red & silver armor he wore in West
Coast Avengers [v2] # 1-31 and Iron Man [v1] # 200-230. Wonder Man is shown
here in his widely loathed fifth costume, the garish red-and-green outfit he
wore in West Coast Avengers [v2] # 12-24. Mockingbird is correctly shown
here in the second version of her costume adopted as of West Coast Avengers
[v2] # 12, but is incorrectly depicted with her original haircut (she'd cut
her hair significantly shorter than this as of West Coast Avengers [v2] # 6,
well before the group's battle with Dominus). Moon Knight is shown here in
the "Egyptian" version of his costume adopted in Moon Knight [v2] # 1 and
slightly modified as of West Coast Avengers [v2] # 21; he abandoned this
version of his outfit in Marc Spector: Moon Knight # 1 after most of its
accessories were destroyed in West Coast Avengers [v2] # 41. Espirita was an
alternate costumed identity adopted by Firebird in West Coast Avengers
[v2] # 17 and abandoned sometime after West Coast Avengers [v2] # 25. For
more information on Firebird, see the notes pertaining to her appearance
later in this issue of Avengers, beginning with the notes regarding page 24.
     

PAGE TWELVE

Panel 1:
Inactive Avengers member Hercules attacked the Thunderbolts in Thunderbolts
# 22, intending to exact revenge for the role that several Thunderbolts
(Atlas in particular) played in occupying Avengers Mansion and severely
injuring Hercules years ago as members of the Masters of Evil (in Avengers
[v1] # 270-271 & 273-277, recently collected in the Avengers: Under Siege
trade paperback). Hawkeye eventually convinced Hercules to depart, but
not before the cabin the Thunderbolts had been using as a headquarters was
demolished.

Panel 2:
Hawkeye uses one of his explosive arrows, also known as blast arrows. These
arrows have plastic explosive heads that detonate on contact with their
target.

Panel 5:
As a power-hungry compulsive manipulator, Moonstone is already plotting to
take advantage of new leader Hawkeye whenever an opportunity arises.

Panel 7:
The relatively cynical Songbird is still having difficulty believing that
Hawkeye is really on their side (an opinion she expressed more violently in
Thunderbolts # 21), understandable given the fact that most of the
Thunderbolts regarded the Avengers as enemies for years. Songbird in
particular tried to frame Hawkeye for a crime spree not so very long ago,
in Avengers Spotlight # 28, but was defeated and jailed by Hawkeye.

Panel 8:
When MACH-1 says the chance Hawkeye's giving the team is worth "what he's
going to do", he's referring to the fact that he recently promised to turn
himself in and face murder charges in exchange for Hawkeye agreeing to lead
the Thunderbolts.

Panel 9:
Perhaps influenced by the suspicions of her fellow Thunderbolts, Jolt also
has her doubts about Hawkeye; however, his Avengers record wins her trust
since Jolt is a lifelong fan of the Avengers.

PAGE THIRTEEN
As noted earlier and as mentioned on this page, Hawkeye was the founding
chairman of the Avengers' western roster. After establishing the team's
western headquarters, assembling recruits and training them, Hawkeye served
a lengthy stint as the western Avengers chairman and proved to be a very
effective leader. He resigned the chairmanship in protest when the federal
government appointed USAgent to serve as the western roster's new leader on
behalf of the US government. Later, when then-chairman Iron Man faked his
own death and dropped out of sight, Hawkeye stepped in to serve as acting
chairman of the western roster. After a brief stint, though, Hawkeye decided
to resign the chairmanship again so he could devote more time to his
marriage to Mockingbird. He nominated longtime teammate Scarlet Witch
as his replacement, and she was elected as the western roster's new chair.
Ironically, Mockingbird died in action shortly thereafter while helping
Hawkeye rescue Scarlet Witch from Mephisto. Hawkeye has served as a leader
or chairman of the Avengers in Avengers [v1] # 40, 243-246, 249-250, 253-254
and 302-303; Avengers Annual # 15-16; West Coast Avengers [v1] # 1-4; West
Coast Avengers [v2] # 1-45; Avengers West Coast # 87-98; West Coast Avengers
Annual # 1-3; Avengers West Coast Annual # 8; and the Avengers: Emperor Doom
graphic novel.

PAGE FOURTEEN
Apparently, Wonder Man now assumes his "energy" form when his powers are
active.

PAGE FIFTEEN

Panels 2-3:
Another indication of the faulty judgment Cap's been displaying on occasion
during his current leadership stint. Firestar seems to realize that
something's not right when Songbird says she's been ambushed, but Cap
ignores the comment and insists on attacking.

Panels 4-6:
Passing his intangible hand through someone and solidifying just enough to
cause his target considerable pain is an old favorite tactic of the
Vision's. Again, Justice seems to be speaking for Avengers readers when he
takes this moment to say that the Vision is "back," as if seeing Vision's
trademark intangibility attack makes it official.

PAGE SIXTEEN

Panel 5:
Wonder Man refers to Atlas as his "ionic imitator" since Atlas originally
got his superhuman powers from the same source that produced Wonder Man's
powers, the machines of the late Baron Heinrich Zemo; however, calling
Atlas Simon's "ionic imitator" is less accurate than it once would have
been since Atlas's powers and physiology have changed considerably of late,
to the extent that he is much more physically unlike Simon than he once was.
Wonder Man and Atlas are bitter enemies, an enmity that began with Simon's
Avengers membership (Atlas was already a longtime Avengers foe as Power Man
by the time Wonder Man joined the team) and became more personal when
Atlas (then known as Goliath) came to jealously regard Wonder Man's life
as the life he could have and should have had, since they had similar
origins as super-criminals affiliated with and empowered by Baron Zemo.
Previous Josten-Williams encounters include Avengers [v1] # 164, Iron Man
Annual # 7, West Coast Avengers [v2] # 1-2/Vision & Scarlet Witch [v2] #
1-2, Avengers: Death Trap the Vault graphic novel, Wonder Man [v2] # 1 &
Wonder Man [v2] # 24-25.

PAGE SEVENTEEN

Panels 1-2:
As Wonder Man says, Erik Josten had his facial features and hair color
altered by Thunderbolts teammate Techno when Josten adopted his new identity
as Atlas. Josten's hair was formerly brown. The alterations first appeared
in Incredible Hulk # 449, and were first explained in Thunderbolts '97.

Panel 4:
The combat teaching Moonstone refers to came from the Thunderbolts' new
leader, Hawkeye.

PAGE EIGHTEEN

Panel 4:
As a lifelong Avengers fan, Jolt is understandably reluctant to battle he
longtime idols.

Panels 5-7:
Scarlet Witch, like Firestar, recognizes that the Thunderbolts may not be
what they seem, a realization that Cap still hasn't quite reached--another
indication of the unusually faulty judgment Cap's shown on occasion during
his leadership stint in the current Avengers series. For example, it's
Hawkeye, not Cap, who anticipates the correct Avengers to recruit in
Avengers [v3] # 2; it's Iron Man and Wanda who proved most sensitive to
Warbird's alcoholism and emotional problems, while Cap does the most to
drive Warbird away; Justice has to ask for help before Cap realizes he has
a problem; only Iron Man and Wanda have seemed aware of the Vision's
emotional problems; it's Wanda and Firestar, not Cap, who have assorted
inkings that the Thunderbolts may not be what they seem in this issue;
later in this issue, it's Firebird, Iron Man and Hawkeye, not Cap, who
make the right call by arguing in favour of trusting the T-Bolts when the
chips are down, though Cap is persuaded to go along with it; and perhaps
most damning of all, as Cap himself observes, Hawkeye's Thunderbolts are
already acting more like a team than Cap's current Avengers roster after
only a few weeks. Cap's still a great man, arguably the greatest among the
Avengers, but he seems to be a bit off his leadership game these days, more
fallible than usual. Where this is leading (if anywhere) remains to be seen.
     Cap is more correct than he knows when he says the Thunderbolts act
as if they've had Avengers training, since longtime Avengers member and
former Avengers leader Hawkeye has been training the Thunderbolts for some
time now.

PAGE NINETEEN

Panel 1:
Like most real-life superhero fans, Jolt still associates Justice with his
longtime founding membership in the New Warriors, a less prestigious
youth-oriented super-team, as opposed to his recent membership in the
Avengers. Justice and Firestar were both longtime founding members of the
New Warriors until they left that group to join the Avengers.

Panel 3:
Songbird's mention of the Masters of Evil "trashing" Avengers Mansion is
another reference to the Masters (including some of the current
Thunderbolts) occupying and wrecking Avengers Mansion (as reprinted in
the recent Avengers: Under Siege trade paperback). Songbird was a member
of that Masters team as Screaming Mimi, though she was apprehended by
Paladin and the Wasp in Avengers [v1] # 271 before the occupation of
Avengers Mansion actually took place (in Avengers [v1] # 273-277).

Panels 4-6:
Scarlet Witch first learned she could sense and disrupt mind control in
Avengers [v3] # 6, when she freed the Squadron Supreme from the mental
domination of the Corruptor. This ability is one of several she has
discovered since learning that her capacity for wielding magic has
increased as a result of her experiences with Morgan Le Fay. Another such
ability is an aptitude for mystically manipulating natural substances and
forces, such as the underground river Scarlet Witch starts to tap into in
this scene.

PAGE TWENTY-ONE

Panel 1:
As Hawkeye says, he, Quicksilver and Scarlet Witch were wanted outlaws when
they joined the Avengers way back in Avengers [v1] # 16. Captain America
served as their leader and mentor, and as Hawkeye says, they turned out
pretty well. Hawkeye and Wanda became mainstays of the team, and all
three have served the group well over the years.

Panel 3:
As Hawkeye says, MACH-1 is the only known murderer among the Thunderbolts:
Abe is wanted for the murder of Doctor Jared Goulding, which he committed
as the Beetle in the Deadly Foes of Spider-Man limited series while acting
as an enforcer for the Kingpin; Abe privately admits he killed several
other people over the course of his criminal career as well, and agreed
to turn himself in so that he could atone for his past and help the team's
public image. What Hawkeye doesn't know is that another Thunderbolt,
Moonstone, has also killed--and recently, when she murdered the Kosmosian
king in Thunderbolts # 14. Only Songbird and MACH-1 know about this
killing, though, and have agreed to conceal it for the sake of the team's
unity.

Panel 5:
As Hawkeye's longtime teammate and a mainstay of the western Avengers roster
that Hawkeye formerly led, Wonder Man is quite familiar with how overbearing
Hawkeye can be, even when he's in the right. Moonstone has also apparently
come to recognize this character trait in the short time she's been working
with Hawkeye, a funny little character bit on Busiek's part.

PAGE TWENTY-TWO

Panels 1-3:
Note how several of the heroes call out their lovers' names in a moment of
crisis. MACH-1 calls for Songbird, Wonder Man calls for Wanda...and a
strangely panicky Vision calls for Wanda, too, another hint that he's no
longer the emotionless machine he still pretends to be.

Panel 4:
This is the first appearance of Arcane killer robot Dominex. Its head shape
resembles the headgear worn by Lucifer & Dominus's human host.

PAGE TWENTY-FOUR
FIREBIRD (Bonita Juarez) is a southwestern social worker and occasional
adventurer who gained miraculous power over heat and flame when a failed
alien experiment created a fiery meteor that impacted near her in the
desert.

PAGE TWENTY-FIVE

Panel 1:
Wonder Man's eyes are incorrectly colored white instead of red. His
reference to "missing a reel" reflects his film background, and he
addresses Firebird by her first name, Bonita, since they know each
other from their days together with the western Avengers.

Panel 2:
Firebird explains how she heard about Dominex, but why she chose to return
to the Dominus base rather than join the pursuit of the robot is unclear.
If she knew the Avengers were there, how she knew is not explained.

Panel 6:
Hawkeye appears astride his atomic steed, described more fully in the
Hawkeye supplement to the EMA annotations.

PAGE TWENTY-SIX

Panel 2:
As mentioned earlier in these annotations, Hank Pym is reserve Avengers
member Giant-Man and Tony Stark is secretly Avengers member Iron Man,
currently on indefinite medical leave.

PAGE TWENTY-SEVEN

Panels 1-4:
Moonstone's reluctance to enter Dominex is not surprising since she is
easily the most selfish and least heroic Thunderbolt, staying with the
team mainly because she regards it as her best available option and believes
she has put too much time and effort into the group to give up on it without
deriving some sort of benefit from the project.

PAGE TWENTY-NINE

Panel 2:
Hank Pym and Tony Stark open communications with the quinjet. Tony
recognizes Firebird since he served with her in the western Avengers
as Iron Man.

Panels 3-4:
As noted earlier in the annotations pertaining to Firebird, Bonita helped
dissuade a depressed Pym from suicide in West Coast Avengers [v2] # 17-21
and had a brief romance with him which lasted all of one kiss (seen in WCA
[v2] # 21). Firebird broke off their relationship before it went any further
(in WCA [v2] # 25) since she believed she and Hank were incompatible. Since
then, Hank has reconciled with his ex-wife the Wasp and is dating her again.

Panels 7-9:
Wanda finally clues into what attentive readers have suspected since
Avengers [v3] # 4: Vision's old memories and emotions are intact, and he is
no longer the unfeeling robot he still pretends to be.

In actuality, Vision regained his memories and capacity for emotion
some time ago, in the Vision limited series, though the extent to which this
restored his original personality (if at all) was unclear. Regardless,
the Vision who emerged from the Vision limited series was keenly interested
in a reconciliation with Wanda, who was reluctant to consider a renewed
romance with Vision since she was afraid of being hurt again. Then came
the apparent deaths of the Avengers (including Vision and Wanda) during
Onslaught (as seen in Onslaught: Marvel Universe), the reincarnation of the
supposedly deceased heroes in the "Franklinverse" (as seen in Avengers [v2]
# 1-12) and the return of the heroes to their rightful universe (in the
Heroes Reborn: The Return limited series). Since those events, Vision has
been acting robotic and emotionless again for reasons unknown, and Wanda
apparently assumed it was some change wrought by their death and rebirth
during and after the Onslaught disaster. If anything, the death and rebirth
experience seems to have restored Vision's true personality, or else
the personality naturally regenerated on its own during or after the Vision
limited series.

PAGE THIRTY

Panels 1-3:
In a rather gut-wrenching scene, Vision reveals that he does indeed have
his old memories and emotions back, and that he'd been acting emotionless
to drive Wanda away from him for her own good, not wanting her to suffer
any further through her association with him. Wanda seems saddened and
surprised by this revelation, but a gloomily stoic Vision encourages her
to forget him and be with Simon. As Vision says, his romance with Wanda was
fraught with tragedy, including the demise of their mystically conceived
children (in Avengers West Coast # 51-52), his own disassembly &
reconstruction into an altered form (WCA [v2] # 42-45), and the emotionless,
robotic state this reconstruction left the Vision in for years thereafter,
bringing their marriage to an end. This caused Wanda no end of anguish for
a long time, even provoking a complete mental breakdown in AWC # 53, so
it's no wonder Vision can't bear to hurt Wanda any further now that he has
feelings again. When Wanda tried to reach out to him in Avengers [v3] # 4
just after his lower body had been blown off and he was beginning the long
reconstruction process, he apparently couldn't bear to put her through
any further anxiety and encouraged her to leave him, which she did.

If Vision's original memories and personality have completely regenerated
(either naturally, as a result of the Vision LS events, as a result of the
Onslaught events or all of the above), that raises at least one question:
what became of the brain patterns of Alex Lipton? When the Vision's
Simon Williams brain patterns were seemingly gone for good as of WCA [v2] #
45, he discovered later on in Avengers Spotlight # 40 that he apparently
needed human brain patterns as an operating system sufficiently complex to
run his sophisticated functions. Without human brain patterns of some sort
to regulate his functions, Vision was prey to increasingly frequent mental
and physical systems malfunctions. To correct this, the brain patterns of
deceased scientist Alex Lipton were programmed into Vision, restoring
his functions to normal but seemingly without producing another human-like
personality in the Vision, who continued to act robotic; however, it was
after the Lipton programming (albeit quite some time thereafter) that
Vision began to experience flashes and fragments of the memories and
emotions of his past life with Wanda, so it's possible that the Lipton
brain patterns helped reactivate or regenerate whatever remained of the
Williams patterns in addition to regulating Vision's systems functions.
The new body Vision adopted as of Avengers [v1] # 360 may also have
accelerated the restoration of Vision's original emotions and memories
in some fashion, and it seems that the events of Onslaught and the Vision
limited series contributed to this renewal, too.
     All that being the case, though, the question remains: what became
of the Alex Lipton brain patterns? The Vision limited series portrayed the
patterns (including Lipton's personality) as a distinct component of the
Vision's psyche, though the Lipton programming never seemed reflected in
Vision's personality the way the Williams programming was (on the one
occasion when Vision displayed aspects of Lipton's personality, in
Avengers [v1] # 348, it was apparently an act on Vision's part for the
benefit of Lipton's dying father and grieving widow). If Vision essentially
has his old memories and feelings back, is back to normal, does that mean
the Lipton patterns are somehow absent or dormant? Were they overwritten out
of Vision's memory as Vision's original personality regenerated? Or are they
still in there somewhere? And if they are still in there, do they have any
effect on Vision's current mentality or are they merely inactive superfluous
programming?

[Note: Kurt Busiek has since explained that he has no immediate plans
to use, or possibly even mention, the Lipton patterns, but that he will
leave them in place so that they will be available, should a later AVENGERS
writer wish to make use of them.  --Van]

PAGE THIRTY-ONE

Panel 1:
Firebird and Firestar pit their combined firepower against Dominex to no
avail. Firestar is "cutting loose" for the first time in a long time since
she's now wearing the microcircuity sheath Hank Pym gave her and no longer
has to worry about excessive microwave radiation affecting her health.

PAGE THIRTY-TWO

Panel 7:
Hawkeye knows Firebird from their days together with the western Avengers,
and has worked with Bonita more than most Avengers, so it's understandable
that he recognizes her voice and is glad to know she's there.

PAGE THIRTY-THREE

Panels 2-5:
Moonstone's costuming is an extension of the alien moonstone that powers
her superhuman abilities, and she can alter its appearance at will.
In this case, she creates a reasonable facsimile of the Arcane uniform
worn by Lucifer and the humanoid Dominus, though her version is blue and
orange instead of purple and red. As Hawkeye says, the helmet is somewhat
similar to the one formerly worn by Moonstone as part of her original
costume, or the helmet currently worn by the adventurer Nova (Richard
Rider), a founding member of the aforementioned New Warriors.

Panel 8:
It's strange to see Justice criticizing one of the Avengers "legends"
he admires so much, especially the one who was responsible for recruiting
Justice into the team, but it makes sense. Justice is so in love with the
idea of being an Avenger that he can't fathom anyone giving it up
voluntarily, and probably doesn't think much of Hawkeye's decision to
desert the Avengers for a place with the infamous Thunderbolts. Hawkeye
is seemingly rejecting everything Vance has ever looked up to and worked
for, so it's no surprise that Justice holds Hawkeye in somewhat lower
esteem now.

PAGE THIRTY-FOUR

Panel 1:
The onboard computers in MACH-1's cyber-suit are revealed to have remote
digital information transfer capability, much like the remote-access
abilities the reconstructed Vision speaks of having earlier in this issue.

Panels 3-4:
It's understandable that Cap is hesitant to trust MACH-1 since the latter
was a hardened career criminal for years as the Beetle. As Beetle, MACH-1
fought Captain America on several occasions, and even defeated him once
(in Avengers [v1] # 28, an event MACH-1 looks back on with pride); he was
also a member of the Avengers' longtime enemies, the Masters of Evil, and
was among the Masters who tried to frame Hank Pym for treason (in Avengers
[v1] # 228-230). Cap might be a bit stubborn or cynical on this point, but
not entirely without reason.

PAGE THIRTY-FIVE

Panel 8:
As an experienced roboticist and computer technologist, Hank would naturally
be proficient in logic systems. Robots Hank has constructed or helped to
construct include Ultron (as revealed in Avengers [v1] # 58), Jocasta (in
Avengers [v1] # 162), Salvation-1 (in Avengers [v1] # 213), Rover (in West
Coast Avengers [v2] # 21) and Alkhema (in Avengers West Coast # 90). Hank
has also done extensive work on the Vision (who was created by Ultron) and
the original Human Torch (an android whose creation provided the template
for Vision's construction).

PAGE THIRTY-SIX

Panel 1:
Hank's reluctance to trust in the Thunderbolts is understandable for several
reasons: most of them are career criminals whose crimes include a vicious
assault on Avengers Mansion and a recent world conquest conspiracy, and
some of them were responsible for trying to frame Hank for treason years
ago. Also, as someone who's suffered mental breakdowns and grave lapses in
judgment over the years himself, Hank fears that Hawkeye might be mistaken
in trusting the Thunderbolts. On the other hand, one might think that Hank's
own history of mistakes (including a period during which he was expelled
from the Avengers in disgrace) might make him a bit more open to the concept
of people trying to redeem themselves.

Panel 3:
As Tony says, the Thunderbolts saved the world from their estranged leader
Zemo in Thunderbolts # 11-12. What Tony's about to say when he says "If
you don't--" is unclear. He might be about to say that if Hank doesn't act,
they'll be dooming the world themselves since Dominex had reached the Murray
Fracture. He might be about to ask if Hank remembers the Thunderbolts
beating Zemo, since Hank was present for that conflict; or he might be about
to suggest that if Hank can't understand trying to redeem yourself and
restore your reputation, no one can.

Panel 4:
Firebird's appeal for faith is consistent with both her religious beliefs
and her compassionate character. And her history with Hank (including a
period during which she convinced him his own supposedly failed life could
be redeemed) makes her an especially compelling voice in the effort
to convince Hank to give the Thunderbolts a chance.

PAGE THIRTY-SEVEN

Panels 3-4:
It's a bit surprising to see Cap and Hawkeye still posturing like this,
after saving the world together moments earlier--at least, it's a bit odd
(and somewhat tactless) for Cap to threaten to jail the Thunderbolts if
they get out of line after they just helped him save the world, especially
since Cap was talking about how much he trusts Hawkeye earlier. Hawkeye
posturing in kind is less surprising since Hawkeye's given to posturing,
what with his potent combination of ego and insecurity, and Cap gives
him an opening with the implied threat. Hawkeye also has a point about how
formidable his Thunderbolts may become, since they were a virtual match
for the Avengers after only a few weeks of training.

PAGE THIRTY-EIGHT

Panels 2-4:
This is not the first time that Hawkeye's quit the Avengers over the years,
and almost all the Avengers have resigned at one time or another, so
perhaps Cap shouldn't be as shocked as he is by this development. On the
other hand, Hawkeye is one of Cap's oldest friends and one of the team's
most valued members, so it's inevitably upsetting for Cap to see Hawkeye
reject the group, especially since Cap is currently leading it. A full
resignation of Hawkeye's Avengers membership makes sense, though; if he's
going to fully commit himself to leading the Thunderbolts, he won't have
time to work with the Avengers--and if he's going to invite trouble with
the law by associating with the Thunderbolts, it wouldn't be fair to the
Avengers to maintain his ties with them.

Panel 5:
ZODIAC was originally a nationwide criminal organization founded by
corrupt business tycoon Cornelius Van Lunt (alias Taurus).

Panels 6-9:
As noted earlier regarding Justice's newfound scorn for Hawkeye, it's no
surprise to see Justice dumbfounded at the concept of someone leaving the
legendary Avengers team to join a ragtag group of hunted outlaws like the
Thunderbolts; and it's somewhat interesting that Justice doesn't show more
sympathy for the Thunderbolts than he does considering the time he spent
imprisoned with assorted super-criminals in the Vault after accidentally
killing his father. Vance even became something of a prison activist and
a voice of moderate compromise between the authorities and the criminals
during his time in jail, but Justice's empathy for the criminal class
seems to have evaporated now that he's long since out of prison and in
the superheroic big leagues.

Unlike Justice, Firestar shows a bit more sympathy and a bit more awareness
of her own roots. As she says, she used to work for "the wrong side"--she
got her start as Firestar under the tutelage of the wicked White Queen,
unwittingly working for the criminal Hellfire Club. She eventually shook
off the White Queen's influence and severed her ties with the Hellfire
Club, but she still remembers that she started out working for the bad guys.
It's also nice to see that (unlike Justice) she's actually showing some
personal concern for Hawkeye, who did serve as their sponsor and mentor
in the Avengers before leaving to join the Thunderbolts. Justice seems
more concerned with the Avengers as an ideal or an institution, whereas
Firestar seems better able to regard the Avengers as people and treat them
accordingly.

Again, Firebird is a fitting advocate for the concept of faith, due to both
her faith in God and her faith in Hawkeye, whom she knew and worked with as
a member of the western Avengers.

It's interesting to hear Cap refer to Firebird by her real first name in his
closing comment since he and Firebird have never known each other very well,
nor worked with each other very often, though he would know her name from
Avengers records.