Now

A alleyway mugging is interrupted by the brand new Ant-Man, who uses his diminutive size to knock the crook out with full-sized punches. The woman is grateful for the rescue and is shocked when this new Ant-Man asks her out on a date. The woman accepts and they agree to meet later that evening at a local bar & grill. When asked how she could find him, the Ant-Man tells her that he’ll be the guy in the ant costume.

Six Months Ago…

Four SHIELD agents are spending their time off duty playing a game of poker. Among them are Mitch Carson, Eric O’Grady, and two others. O’Grady makes conversation by suggesting that Nick Fury isn’t anything more than a myth because none of them have ever seen him. None of the others believe it, but it gets them all thinking. When the game ends, Mitch is asked how he is so lucky and he admits to them that he cheats. Before they all leave, Mitch tells them to be careful heading back to their bunks as the helicarrier is frequently attacked. He also reminds O’Grady that he owes him money.

Meanwhile, in the helicarrier lab, Hank Pym is hard at work on a new Ant-Man suit.[1] When a security guard comes to check on him, he tells Hank that it is the middle of the night and that the last transport to the ground left 2 hours previously. Realizing that Janet Van Dyne (aka the Wasp) will be furious at him, he decides to at least go toa bunk provided to him for a good nights rest.

Early the next morning, Eric O’Grady is woken up by his friend Chris McCarthy, because Eric is due to show up for surveillance duty in 10 minutes. Quickly getting dressed, O’Grady and McCarthy manage to show up on time. When they sit down at their work station, they are both greeted by Veronica King. Eric is visibly jealous when he overhears Chris and Veronica making plans to go out on a date later that evening.

As their work day begins, Hank Pym continues his work on the new Ant-Man suit. He has selected four of SHIELD’s most suitable candidates to test the new suit out, telling them that it will be used by SHIELD in military operations.[2]

By lunch time, Eric and Chris are sitting in the cafeteria together. The talk about Chris’ upcoming date with Veronica and O’Grady admits he is jealous. Chris thought Eric was dating a woman from weapons storage and learns that relationship crashed and burned after Eric was caught in too many lies and selling photos of her to the mess-hall guys. That evening, Eric finds Chris playing video games in his quarters and is reminded that he has a date that evening. McCarthy races to where he is meeting up with Veronica, hoping that she didn’t think he stood her up. Veronica hopes that Chris told Eric about them, because O’Grady has been constantly asking her out. Chris confirms that he told him, but lied and said that tonight was their first date to spare his feelings.

Feeling like the conversation is getting mean, Veronica asks to change the subject. Chris changes the subject to the evil Tony Stark variant they recently taken into SHIELD custody.[3] When he describes how this version of Stark has a horribly burned face, Veronica once again changes the subject. Chris apologizes because he’s been obsessed with superheroes since he was a kid and then suggest they go back to her quarters for the rest of their date.

The next morning, while back on the job, Eric asks Chris to tell him all the details of his date the night before. Chris doesn’t kiss and tell and won’t reveal anything. That’s when they are pulled from monitor duty by Mitch Carson who needs two guards stationed outside of Pym’s lab at all time. Eric and Chris are to stand in for the guards who are being pulled, even though they have had no training. Mitch tells them to do their job or else he’ll get in trouble with his superiors and he’ll take it out on them. The two of them have no idea what they are guarding and are worried that if they’re found out, Mitch will throw them under the bus to save his own career. Eric begins to panic and when Pym exits his lab he freaks out and knocks Hank out with the butt of his rifle.

The two realize Eric’s error and drag Hank back into the lab, fearing that they’ll get fired for this. As they try to figure out how to get out of this mess, Eric notices the Ant-Man suit on display. Chris tells Eric to calm down and figures Mitch will fix this when he comes back for them. To pass the time, Chris decides to try on the Ant-Man suit, but O’Grady tells him to take it off. When McCarthy tries, he accidentally activated the size-changing function and vanishes from sight. Eric panics and then abandons his post.

Meanwhile, the reason guards were pulled from their guard detail is because they are needed to help contain Wolverine (Logan), who has attacked the helicarrier after being brainwashed by Hydra.[4] After Wolverine is contained, Mitch heads back to the lab and discovers that O’Grady, McCarthy, and the Ant-Man suit have all disappeared. He finds Eric freaking out in his bunk and demands to know what’s going on. Mitch is furious to hear that Chris took the Ant-Man suit, and had to tell his superiors that some rogue agent must have stolen it. This makes Mitch a likely suspect because he is one of the candidates for the new Ant-Man project. Mitch orders O’Grady to keep his mouth shut while he tries to do damage control to avoid taking the fall for this incident.

The next day, Eric is heading back to his quarters after another shift and is approached by Veronica. She wants to know where Chris and he pulls her aside to tell her what is going on. Instead of telling the truth, O’Grady lies and says that he and Chris were pulled for a special mission and that Chris passed the test while O’Grady did not. Unaware that Chris (still trapped at ant-size) has made it back to his quarters, he also tells Veronica that Chris had been double timing her. Chris is furious that Eric would make up a lie like that….

Now

The woman Ant-Man saved from the mugging is waiting at the bar at Crockett’s Grill. That’s when Eric O’Grady shows up and admits that he is Ant-Man and asks her if she can keep a secret.[5]

Recurring Characters

Ant-Man, SHIELD (Mitch Carson, Chris McCarthy, Veronica King, Dum Dum Dugan), Hank Pym, Wolverine, Beth (unnamed)

Continuity Notes

1. I just wanted to clarify something about this story. It was published in December 2006, a period in which Hank Pym had been replaced by a Skrull impostor named Criti Noll (which will be revealed in Mighty Avengers #15) That said, because this flashback takes place months before hand, this is the real Hank Pym in this story, not the Skrull impostor.

2. “Pym” mentions his various identities and his affiliation with the Avengers. He has been known as Ant-Man (Tales to Astonish #35), Giant-Man (Tales to Astonish #49), Goliath (Avengers #28) and Yellowjacket (Avengers #59). He help found the Avengers in Avengers #1. He refers to himself as a “former” Avenger here because the OG Avengers had disbanded following the events of Avengers #500-503/Avengers Finale #1.

3. This evil Iron Man ended up in the Prime Marvel Universe from Marvel Team-Up (vol. 3) #2-6. Per Official Handbook of the Marvel Universe A-Z #2, this Stark variant comes from Reality-5012.

4. This story takes place during the Enemy of the State storyline chronicled in the pages of Wolverine (vol. 3) #20-25.

5. If it’s not obvious enough, Eric is the one who becomes Ant-Man, as will be revealed next issue. The woman he asks out is later identified as Beth next issue as well.

Topical References

• Chris is depicted as having an XBox in his quarters. This should be considered a topical reference as this is a real world game console.

• Chris compares the Tony Stark Variant’s face to that of Freddy Krueger. Krueger was the killer in the 1984 film A Nightmare on Elm Street and its related sequels. Played by actor Robert Englund, Krueger was a child killer who was burned alive after he was released on a technicality. The killer then returned to stalk the children of those who burned him in their dreams. One of Krueger’s distinguishing traits is the fact that he is horribly burned. This could be considered a topical reference as you could replace the name drop with a contemporary fictional burn victim.