The Master Plan of the Space Phantom!

Iron Man, Hawkeye, the Scarlet Witch, and the Black Panther are prisoners of the Space Phantom and the Grim Reaper. With the four Avengers immobilized, the Reaper wants to kill them right away, however, the Space Phantom wants to capture all of the Avengers first. The Space Phantom wants to handle Captain America and Thor but reminds the Reaper that the Vision is his responsibility.[1]

Elsewhere in the city, Captain America is investigating strange memories that have surfaced in his mind. These are of a battle against Hydra he did not remember until now. Through these memories, he has found the secret entrance to a Hydra facility on the Lower East Side. Seeing the facility causes more memories to resurface. He recalls confronting the new Supreme Hydra with Rick Jones.[2] During the fight, the Hydra agents had access to all sorts of exotic equipment that create anti-gravity, invisibility, as well as a shrink ray. Still, despite these advanced weapons, the duo was able to defeat their attacks. With the Supreme Hydra down, Captain America unmasked him and who he saw under his mask came as a shock. However, the memory cuts out before Captain America can remember who it was he saw. Still, everything he has found so far confirms that these memories were all true. The only remaining question left is who was responsible for covering up these memories and why.

Meanwhile, the Vision walks through the park, brooding over his existence and his growing feelings for the Scarlet Witch.[3] His thoughts are interrupted by the Grim Reaper, who has come to see if the Vision has made his decision on being made fully human.[4] At first, the Vision refuses the offer, but this does little to discourage the Reaper. He takes the Vision back to where he has been keeping the corpse of his brother, Simon Williams, aka Wonder Man.[5] He originally offered to transfer the Vision’s mind into Wonder Man’s body since the android’s mind was based on Simon’s brain patterns.[6] However, the Reaper admits that he wasn’t telling the whole truth. Angered, the Vision orders the Reaper to stop speaking cryptically. The villain indulges his “brother” and tells him that instead of the body of Wonder Man, he will give the Vision the body of Captain America instead.

The Reaper then goes into the complex details that have led to this moment. It all began during the early days of the Avengers when the newly formed team defeated the alien known as the Space Phantom.[7] The Space Phantom ended up trapped in Limbo when he tried to take the place of Thor, but his godly power prevented him from being imitated. The Space Phantom was trapped until Loki briefly banished Jane Foster to Limbo during a battle with Thor.[8] Seeking revenge against the Avengers, the Space Phantom met with the Grim Reaper, but the Reaper refused to work with an ally and went after the Avengers on his own.[9] The Space Phantom then adapted his scheme and took the place of Madame Hydra during her battle against Captain America and Rick Jones.[10] Leaving Cap and Rick to think Madame Hydra had died, the Space Phantom then became the new Supreme Hydra, and lured the pair into a trap.

When Captain America unmasked the Space Phantom, the villain then used a paralysis ray to immobilize Cap and Rick Jones. The Space Phantom then revealed that he intended to use Cap’s body for the brain transfer for the Vision. However, in order for the process to work, Steve Rogers would need to be in a happy state of mind. At the time, Rogers was still dealing with the fallout of publicly revealing his identity by faking the death of Steve Rogers and assuming a new identity.[11] The Space Phantom then uses his technology to wipe out the general public’s memory of Captain America’s true identity to help put Cap in a better mental state. Then, erasing memories of their encounter, the Space Phantom released Captain America and Rick Jones to live out their lives.[12]

Finishing his story, the Grim Reaper asks the Vision one last time: Will he accept the gift of humanity that he is offering. The Vision responds with a single word: Yes.

Recurring Characters

Avengers (Captain America, Iron Man, Hawkeye, Scarlet Witch, Black Panther, the Vision), Space Phantom, Grim Reaper, Wonder Man (“corpse”), (in flashback) Rick Jones, Hydra (Madame Hydra)

Continuity Notes

1. It is mentioned here that Thor is currently in Vermont, referring to the events of Thor #207. The Grim Reaper has been trying to coax the Vision into joining him since Avengers #102, more on that below…

2. This flashback takes place during the period when Rick took on the mantle of Bucky between Captain America #110 and 115, more specifically it follows the events of Captain America #111, more on this will also be detailed below.

3. When explaining that the Vision is a synthezoid the narration here quotes a line from Hank Pym that was taken directly from Avengers #57.

4. The Grim Reaper started dangling this tempting offer in front of the Vision back in Avengers #102.

5. Wonder Man seemingly died as a result of the ionic energies that gave him his powers in Avengers #9. However, Simon Williams is not really dead but in a death-like coma and will turn up alive again in Avengers #151.

6. When Ultron created the Vision he used brain patterns taken of Simon Williams before his death. This was all revealed in Avengers #57.

7. The Avengers fought the Space Phantom in Avengers #2.

8. Jane Foster was trapped in Limbo and freed by Thor in Journey into Mystery #108.

9. The Space Phantom approached the Grim Reaper prior to his first appearance and failed first attack on the Avengers circa Avengers #52.

10. This happened in Captain America #113, just a moment prior to when Madame Hydra seemingly blew herself up. It was the Space Phantom the whole time!

11. Steve Rogers revealed his identity to the public in Tales of Suspense #95. Ultimately, this made him a target so he faked Steve Rogers's death in Captain America #111. How this weak-ass attempt was pulled off was thanks to the Space Phantom as detailed above. Captain America’s identity remains a secret from the public until he reveals his identity again in Captain America (vol. 4) #3.

12. Unrevealed here, the Space Phantoms’ true goal is actually a long con orchestrated by Immortus to prevent the Scarlet Witch from having children by encouraging her romance with the Vision. TL;DR: Wanda is a nexus being and her offspring would be a potential threat to the timeline. The Space Phantom is also not an alien, but a resident of Limbo. See Avengers Forever #8.