The Space Phantom

Iron Man, Thor, and the Hulk are waiting for Ant-Man and the Wasp to arrive for a meeting of the Avengers. Thor bickers with Hulk over the brute’s choice of clothing when the pair finally arrive. Ant-Man and the Wasp demonstrate their new size-changing capsules that has replaced the gas they originally used.[1]

Meanwhile, an alien being called the Space Phantom is heading to Earth for the purpose of destroying the Avengers.[2] With its unique ability to change shape, the Space Phantom turns into a meteor in order to enter Earth’s atmosphere undetected. Once in New York City, the alien disguises himself as a passerby. This causes the man the Space Phantom imitates to be shunted to the Limbo dimension as the same two beings cannot occupy the same space. Knowing that Iron Man is secretly Tony Stark, the Space Phantom then breaks into the mansion Stark has given the Avengers as their headquarters. This intrusion sets off an alarm that warns the Avengers, who are still in a meeting.

The Hulk rushes off to confront the intruder on his own. This plays into the Space Phantom’s plans and he changes into the Hulk, banishing the real brute to Limbo. The Space Phantom then uses his appearance to antagonize the other Avengers in the hopes of splitting the team apart. Iron Man is goaded into a fight with the “Hulk” but the fight is soon broken up by Thor who reminds them that they are teammates. The Space Phantom then flees the mansion and comes upon the man he first imitated when he arrived on Earth. Fearing the man’s wild story might lead to his being uncovered, the Space Phantom uses the Hulk’s strength to frighten people away until the Hulk’s friend Rick Jones arrives to see what’s going on.

Rick tries convincing the “Hulk” to return to Bruce Banner’s lab and the Space Phantom obliges only long enough to get to a secluded area. There, the Space Phantom reveals his true form to Rick to gloat over his impending victory against the Avengers. This causes the Hulk to briefly return from Limbo before the Space Phantom resumes his form again. Using the Hulk’s powerful leaping ability, the Space Phantom then goes to Stark Industries where he destroys a newly developed missile gun. When word gets back to Tony Stark, he changes into Iron Man again and confronts who he thinks is the Hulk. Unaccustomed to Iron Man’s weapons, the Space Phantom reacts with cowardice when zapped with an electrical charge. He then takes on the form of a wasp, which brings back the real Hulk from Limbo. Unaware of the switch, Iron Man arms himself with a built-in hammer and attacks the Hulk.

Meanwhile, Rick Jones went to one of his allies in the Teen Brigade to use his equipment to call Giant-Man and warn him about the Space Phantom. Racing to the scene, Giant-Man and the Wasp break up the fight and tell Iron Man and the Hulk about the Space Phantom. While the men are distracted, the Space Phantom — still disguised as a wasp — captures the Wasp and flees into the Stark Industries building. Giant-Man detects this through his cybernetic helmet and the trio goes after the Wasp. The Space Phantom then takes on the form of Giant-Man but drops all pretenses since the Avengers now know all about him. Knocked out of a room by the Hulk, he then tries to disguise himself as Iron Man, but the Hulk sees this and warns the real Giant-Man when he reappears from Limbo.

While the battle rages on, the Wasp has escaped and arrives at the office of Donald Blake. She then asks the doctor to summon Thor. Asking her to wait outside the room, Blake taps his walking stick on the ground, transforming into Thor and he is led to Stark Industries. There, the Space Phantom is using Iron Man’s repulsors to spin the Hulk and Giant-Man helplessly in the air. After the Wasp disconnects the wires to the armor’s weapon’s system, Thor summons a storm that rusts out it out. This forces the Space Phantom to resume his normal form. He then tries to take on the form of Thor. However, the Space Phantom’s powers don’t work on a god and he finds himself shunted into Limbo instead, ending his threat.

In the aftermath of the battle, the Hulk has learned that his teammates don’t fully trust him and he quits. As the Hulk leaps off, the other Avengers decide that they can’t let the Hulk run loose on his own and vow to keep a check on him.

Recurring Characters

Avengers (Iron Man, Thor, Giant-Man, Wasp, the Hulk), Space Phantom, Teen Brigade (Rick Jones)

Continuity Notes

1. For more on these new size-changing capsules and Ant-Man’s transition into becoming Giant-Man, see Tales to Astonish #49.

2. It’s later revealed that the Space Phantom is not actually an alien from outer space, but a resident of the timeless dimension known as Limbo. He was is an envoy of Immortus, a time traveler who will go on to manipulate the destinies of the Avengers for many years to come. In order to obfuscate this theme, the Space Phantom was mentally conditioned to think he was an invader from another world. See Avengers Forever #8.

Topical References

• The Teen Brigade is depicted using ham radios in this story as a means of communication. This should be considered a topical reference as this is no longer a teenage pass time. Per Avengers: The Origin #1-5, the Teen Brigade is now a group of hackers and modern readers should assume that they are using the internet to communicate here instead of ham radios.