Avengers #354
The Conqueror Worm
The Avengers — Black Knight, Hercules, Vision, Crystal, and Sersi — have found themselves trapped in the abyss between life and death by the Grim Reaper.[1] Seeking revenge against the heroes for his own death, the Reaper has transformed innocent people into the reanimated ghouls of past Avengers foes who are believed to be dead, including Baron Zemo, the criminal Black Knight, the Red Guardian, Nebulon, Amenhotep, Inferno, Count Nefaria, Star Stalker, and Necrodamus.[2]
The last Avenger standing is Dane Whitman, aka the Black Knight, who discovers that his energy sword can fend back his undead attackers. Unfortunately, even though he can hack them to pieces the ghouls can reform their bodies instantaneously. However, the rest of the team still has some fight in them, despite the fact that their foes appear to be immune to their powers.
Realizing that they can’t win the battle through sheer force, the Vision decides to retreat. Using his phasing powers, the synthezoid is able to locate the chamber where the Grim Reaper has been observing their battle. There, the Vision uses logic to force the Grim Reaper to admit that he committed suicide under his own free will. Realizing the truth, the Reaper has a break down that free his undead slaves who all race back to rend the Reaper limb from limb. As they are doing so the demon Lloigarath bursts through the walls — furious that the Reaper failed his mission — and consumes the ghoul in his maw before opening a vortex that sends the Avengers back to the land of the living.[3]
The team reappears in the cave where the Grim Reaper originally took his life. As they emerge from the cave, the storm that had been raging all night has finally lifted just as the sun rises. Happy to finally see daylight, the Black Knight asks his teammates who wants to go for coffee, and offers to buy for everyone.
Recurring Characters
Avengers (Hercules, Vision, Black Knight, Sersi, Crystal), Lilograth, Unquiet Dead, Legion of the Unliving (Grim Reaper, Baron Zemo, Black Knight, “Red Guardian”, Nebulon, Amenhotep, Inferno, Count Nefaria, Necrodamus, Star Stalker)
Continuity Notes
The whole situation with the Grim Reaper is actually quite complex. Let me break it down for you:
The origin of the Grim Reaper actually starts with his brother, Simon Williams, who was transformed into Wonder Man by Baron Zemo circa Avengers #9. However, the process was apparently fatal and he seemingly died.
Blaming the Avengers for the death of his brother, Eric Williams became the Grim Reaper in Avengers #52 and clashed with the team many times.
Following this, Simon’s brain engrams were used to create the Vision as explained in Avengers #56-57 and 134-135. Simon Williams also came back to life himself in Avengers #150.
After the creation of the Vision and the resurrection of Wonder Man, the Grim Reaper had attempted to restore his brother in one fashion or the other on top of trying to kill the Avengers. See Avengers #78-79, 102, 106-108, and 160.
His last attempt at doing so was to transfer the minds of Wonder Man and Vision into a specially prepared corpse to bring back the “original” Simon Williams. However, after seeing how Simon and Vision treated each other like brothers and his own mother’s acceptance of the android into the family, Eric committed suicide. See Vision and the Scarlet Witch (vol. 2) #1-2 and West Coast Avengers (vol. 2) #2.
The Grim Reaper was reanimated on a few occasions in Vision and the Scarlet Witch (vol. 2) #12, Web of Spider-Man #46, and more recently in Avengers West Coast #65-68.
These are not actually the reanimated forms of the dead. As explained in the Legion of the Unliving profile in Official Handbook of the Marvel Universe A-Z #6, these are not the spirits of the dead individuals, but facsimiles pretending to be the dead. Not all of the characters referenced here were actually dead at the time and some of the facts about them made by the Grim Reaper were actually inaccurate. Such as…:
Baron Zemo aka Heinrich Zemo Is referred to as the “original” Baron. This is revealed to be inaccurate. Heinrich actually comes from a long line of Baron Zemos. The earliest recorded one being Harbin Zemo from the 1400s, as seen in Avengers/Thunderbolts #1. Heinrich was the Baron Zemo of World War II, first appearing in Avengers #4. Surviving into the Modern Age, he died in battle against Captain America in Avengers #15. At the time of this story, Heinrich is very much dead.
The Black Knight aka Nathan Garrett: Is also incorrectly referred to as the “original” Black Knight. This title dates back to the time of Camelot. The earliest named Knight was Sir Reginald, brother to King Arthur, the 6th Black Knight was revealed in New Excalibur #12. Nathan Garrett was the first present day Black Knight, took on the mantle in Tales to Astonish #52 and died in Avengers #48. He too was very dead at the time of this story.
The Red Guardian aka Alexi Shostakov: Another one incorrectly referred to as the “first” of his kind. The earliest known Red Guardian was actually Aleksey Lebedev who was active during World War II, as seen in Namor the Sub-Mariner Annual #1. Shostakov is the first modern day Red Guaridan, first seen in Avengers #43. He seemingly died in the following issue. In reality, he faked his death and will turn up alive again in Daredevil (vol. 2) #64.
Nebulon first appeared in Defenders #13. He did indeed die in Avengers Annual #11. Although he anomalously appears in Savage Hulk #1, he has remained dead. As of this writing (May, 2022) his spirit was seen trapped in hell in Immortal Hulk/Sub-Mariner/Silver Surfer/Doctor Strange/Defenders: Best Defense #1.
Amenhotep: An ancient vampire trapped in the Egyptian pyramids by Kang the Conqueror. He “first” appeared and died in Avengers #129. He has yet to return from the dead as of this writing (May, 2022). Vampires: The Marvel Undead #1 reveals that he was one Khufor, an Egyptian ruler who was once saved by Dynaman in Daring Mystery Comics #6.
Inferno aka Joseph Conroy: He was transformed into Inferno when knocked into a vat of molten metal with a chunk of uru metal. He presumably died after walking into a river. See Avengers #192-193.
Count Nefaria: A long time Avengers foe since issue #13, Nefaria had begin to rapidly age and died fighting Iron Man in Iron Man #114-116. He will return from the dead in Iron Man Annual 1999
Star Stalker, aka Veranus: Died battling the Avengers and (as of this writing) is still dead. See Avengers #123-124.
Necrodamus: Frequently got his ass banished to Limbo since first appearing in Defenders #1. His last defeat was in Fantastic Four #324. The dwarfish sorcerer will appear again in Spirits of Vengeance #1-5.
This is not the end of the Grim Reaper, who will turn up again in Wonder Man (vol. 2) #22-25.