Earth's Mightiest Annotations
By Sean McQuaid

AVENGERS (volume 3) # 22
November, 1999
"This Evil Triumphant!"
By Kurt Busiek & George Perez with Al Vey (finishes), Tom Smith (colors), Richard Starkings & Comicraft (letters), Tom Brevoort (editor) & Bob Harras (editor-in-chief).

Avengers Assembled:
Thor, Iron Man, Captain America, Scarlet Witch, Vision [II], Firestar & Justice (as active members); Giant-Man & Wasp (as reserve members); Black Panther (as inactive member); and Wonder Man (as former member).

Other Characters:
Ultron (various incarnations), Edwin Jarvis, Grim Reaper, UN troops, and Alkhema-2 & her War Toys.

EXTERIOR COVER
This issue's cover illustration (drawn by George Perez and colored by Tom Smith) features Ultron standing triumphant over Thor, Iron Man, Wasp, Captain America, Scarlet Witch, Black Panther, Vision, Wonder Man and Firestar.

PAGE FOUR
Vance's computer display features pictures of Lord Templar, AIM and the current Doomsday Man. AIM and the Doomsday Man were covered in last issue's annotations. The mysterious LORD TEMPLAR first appeared when he meddled with the Avengers' battle with AIM in AVENGERS [v3] # 13, and later made appearances in AVENGERS [v3] # 14-15. Exactly who or what Templar is remains unclear, but he is an immensely powerful being dedicated to undermining the public's faith in institutions such as government and the Avengers. He is secretly somehow connected to the Triune Understanding, and has been working with the TU to discredit the Avengers in the eyes of the public.

PAGE FIVE
Ultron's brain scan of Vision more or less settles a long-running debate among Avengers readers and writers as to whether Vision's mind is a mere copy of Simon's. Answer: they started out with the same mental material, but life experience has shaped them both into truly unique minds and personalities.

Hank reveals that Ultron's mind was created from Hank's own brain patterns, which helps explain why Hank feels so personally guilty about Ultron's actions; the festering guilt and shame over this secret probably also played a major role in Hank's various mental problems over the years. This secret was predicted ahead of time by several readers, leading Avengers fan (and sometime comic book artist) Danny "Ozbot" Wall to ask, "how did anyone see this coming beyond just guessing?" To save me some typing, I'll just paste in the response I made to Danny at the time:

"Well, we'd heard there was supposed to be a dark secret/big change in the works regarding Hank [in this storyline], we knew Hank had access to brain-copying tech as early as AVENGERS 9 [a reference to the copying and storage of Wonder Man's brain patterns by the Avengers], it helped explain how Hank felt so personally responsible for Ultron (not just as its creator but as Ultron's other self), it made the ending of AVENGERS 66 make more sense [a moral imperative from Hank's mind was used to devastate Ultron's mind in that story], and it explained why Ultron was the only member of the Ultron-Vision-Jocasta-Alkhema family who'd never been identified as having a particular brain pattern donor before. That and I found this all rather reminiscent of the 'Ultimate Computer' story from [the original] Star Trek I mentioned a while ago, with emotionally unstable genius inventor Daystrom creating a computer copied from his own mind that became a rogue killer, The M-5. Hmmm...Ultron-5? M-5? Coincidence?"

PAGE SEVEN
The microcircuitry undergarment that Firestar wears beneath her costume was created by Hank Pym in AVENGERS [v3] # 12 to harmlessly absorb the excess radiation generated by Firestar's body, radiation which would otherwise pose a potential risk to the physical health of Firestar and the people around her.

Adamantium is a virtually indestructible man-made steel alloy originally created by metallurgist Dr. Myron MacLain. Adamantium is difficult and expensive to produce and is manufactured in very limited quantities, and only the United States government is authorized to produce it (however, adamantium has been manufactured or stolen by various non-governmental parties many times over the years). Adamantium is created by mixing certain chemical resins at high temperatures, and this mixture can be moulded into various shapes while heated to at least 1500 degrees Fahrenheit. Once adamantium has cooled and hardened, it can only be reshaped by a device called a molecular rearranger. Otherwise, adamantium's structure is completely inalterable regardless of temperature. A less costly compound known as Secondary Adamantium imitates the properties of true adamantium and is more durable than titanium steel, but is significantly less durable than true adamantium. Adamantium first appeared in AVENGERS [v1] # 66.

PAGE NINE
The GRIM REAPER (Eric Williams) was the criminal brother of Simon Williams, better known as Wonder Man. When Simon sacrificed himself to save the Avengers, Eric went mad with grief and wrongly blamed the Avengers for Simon's death. Armed with a high-tech miniature arsenal in the form of a scythe, Williams dubbed himself the Grim Reaper and set out to kill the Avengers in his brother's memory. They defeated him, but he returned again and again to menace the team, both alone and as the founder of the original Lethal Legion.

The Reaper was confused and tormented by the existence of one Avenger in particular, the Vision, whom the Reaper came to regard as an obscene mockery of Simon since Vision's mind was created from Simon's brain patterns. This situation became more confused when Simon himself returned from his seeming death and joined the Avengers as Wonder Man. Unable to accept Simon's new superhuman form, the Reaper eventually decided that neither Wonder Man nor Vision was the true Simon Williams and set out to destroy them both as well as the Avengers. This ultimately led to a confrontation in which Simon and Vision convinced Eric that they were legitimate living beings, and that he was their brother. Guilt-stricken, the Reaper fled from them and fell to his death.

That might have been the end, but the Reaper's lover Nekra revived him as a zombie to use as a weapon against their enemies. Sickened by his undead state, the Reaper convinced Nekra to return him to his grave. Later, though, she revived him once again, this time as a zombie who could sustain his life indefinitely by killing victims with his scythe. More recently, he became a more sorcerous being in league with various demonic forces, and tried to kill the Avengers by creating two new incarnations of the Legion of the Unliving. The second of these battles ended when Wonder Man forced the Reaper to admit his love for his brother, a love that helped return the Reaper fully to life through the power of the Scarlet Witch's magic. The resurrected Grim Reaper was placed in a mental institution thereafter, but was abducted by Ultron in AVENGERS # 0.

The Grim Reaper first appeared in AVENGERS [v1] # 52. His subsequent Avengers appearances include Avengers [v1] # 78-79, 102, 106-108 & 160; WEST COAST AVENGERS [v2] # 2; AVENGERS WEST COAST # 61 & 65-68; and AVENGERS [v1] # 352-354.

The Vision has had remote-interface abilities since he was rebuilt in AVENGERS [v3] # 12 (after serious injuries suffered in AVENGERS [v3] # 3).

PAGE TEN
Vision and his creator Ultron have encountered each other many times over the years, usually in an adversarial capacity, but this is the first time Vision ever reached out to his father in such a compassionate and generous fashion. This is also the first time Vision has revealed what many readers already assumed, that he's been repressing his emotions of late--notably his love for Wanda and his frustration with his estrangement from her, and the fact that it's left him without a place in the world beyond his membership in the Avengers.

PAGE TWELVE
It's not surprising that Ultron rejected Vision's overture, but it was worth a try, and not just because Vision felt he needed to give his erstwhile father a chance; previous incarnations of Ultron (notably Ultron-15) have expressed affection or admiration for Vision in the past, and at least one incarnation of Ultron (Ultron-12) proved capable of complete reformation and developed a non-criminal personality before he was destroyed.

Williams Innovations was the technological manufacturing company founded by Eric & Simon's father, Sanford Williams. Simon became the head of the company as an adult but ultimately ran WI into bankruptcy, and was caught embezzling money from the failing firm. These charges led to Simon being recruited as a pawn by the original Masters of Evil, who turned him into Wonder Man. Eric eschewed involvement in the family business for the most part, instead opting for a career in organized crime.

PAGE THIRTEEN
Here and elsewhere in this story, the Avengers seem eager to pit Wanda against Ultron since her hex power is one of the few forces that can easily make a physical impact on him.

PAGE SEVENTEEN
As one of Ultron's most powerful and most persistent opponents, Thor would certainly be an annoyance to Ultron--but the reasoning Ultron gives for his dislike of Thor here, the notion of Thor being an affront to science, is an interesting indication of how Ultron's mind may echo the values of his "father", career scientist Hank Pym. Hank and fellow veteran scientific Avengers member Iron Man have both expressed feelings of uneasiness about Thor's world and his powers in the past, though they consider Thor himself a valued friend and comrade.

PAGE TWENTY-ONE
Vance finally comes to terms with being an Avenger--not because he played a key role in the victory (he's done so before in stories such as AVENGERS [v3] # 7 & 17), but because seeing Hank & Jan like this has finally helped him to see the Avengers as human beings rather than icons. Rather ironic, considering how Vance singled out Hank as one of the team's larger-than-life living legends in AVENGERS/SQUADRON SUPREME '98.

PAGE TWENTY-THREE
The dedication to Roy Thomas is very appropriate. A longtime comics pro, Thomas has written many Avengers stories over the years, including the debuts of Ultron, Alkhema and the Vision. He wrote most of AVENGERS [v1] # 35-104 (all written by Thomas except for five issues he co-wrote with other writers), and also wrote most of AVENGERS WEST COAST # 60-101 (he co-wrote 60-63 & 65-96 with his wife Dann Thomas but wrote 97-101 by himself; issue 64 was handled by a guest writer, Terry Kavanagh). In addition to his long AVENGERS and AWC runs, Thomas's Avengers writing credits include AVENGERS [v1] # 132 (scripter); AVENGERS ANNUAL # 1-2 (writer), 19 (writer of lead feature), 20 (co-writer of lead feature), 22 (co-writer of Anachronauts short story) & 23 (writer of lead feature); GIANT-SIZE AVENGERS # 1 (writer of lead feature) & 3 (scripter of lead feature); AVENGERS SPOTLIGHT # 37-39 (co-writer of Doctor Druid, Tigra and Black Knight stories); and AVENGERS WEST COAST ANNUAL # 5 (co-writer of lead feature), 6 (co-writer of lead feature and writer of three short stories), 7 (writer of lead feature and several short stories) & 8 (writer).

As Avengers writer, Roy Thomas introduced Avengers such as Hercules, Black Panther, Captain Marvel and Whizzer, and Avengers villains such as Ares, Whirlwind, Magneto, Klaw, Egghead, Maximus, the Kree and the Skrulls. Thomas also co-created Avengers members Black Knight and Vision, and co-created other Avengers characters such as the Red Guardian, Grim Reaper, Ultron, Scarlet Centurion, Man-Ape, the Squadron Sinister, Zodiac, Arkon, Cornelius Van Lunt, Lethal Legion, Red Wolf and the Squadron Supreme. As AWC writer, Thomas introduced Avengers members Spider-Woman and Darkhawk and co-created Avengers member Living Lightning, as well as co-creating Avengers villains Hangman, Deathweb, Manipulator, Alkhema and the Pacific Overlords.