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    "There are worlds and whole universes farbeyond that in which the kind readercurrently resides. I know this for a fact as Iam Uatu the Watcher and I am anobserver of such realities. My mainpurview is what you know as the MARVELUNIVERSE in all its diverse wonders.

    "The changes wrought by time are morestartling than initially conceivable, but allwill be explained. I have seen thisseemingly insignificant planet rife with

    Celestial activity far beyond any within thisquadrant of the galaxy. I have witnessedthe rise of Eternals and Deviants far morepowerful than any others, and noticed withinterest the visitations of theextraterrestrial Kree and their gestation ofthose who would later be called Inhumans.Human civilizations rose and fell, as didthe Deviant civilization on Lemuria and thehuman on Atlantis in the second coming ofthe Celestials. This azure planet attainedthe great interest of the Watchers beforeits native human population discoveredthe most rudimentary forms of writing.

    "All this I have observed and more, as Ipeered into alternate timelines, where thesmallest event can change an entirereality. Throughout the history of themortal heroes called Avengers, smallevents have become part of legend. Themere passage of the emerald behemothknown as the Hulk over a western railroadand his manipulation by Loki ultimatelygave birth to the mightiest team of heroeson Earththe Avengers!

    A temper tantrum of the Sub-Mariner ledto the rebirth of the living legend ofCaptain America! In the search for errorsin his artificially intelligent robot, Henry

    Pym gave birth to the great danger calledUltron! All these small events led togreater legends and acts of heroismunparalleled. Read on, for here are theepics kept on those who respond to a callheard from Earth's core to the halls ofAsgard: AVENGERS ASSEMBLE!'"

    "This is Captain America, and this is ourbasic orientation booklet for all newAvengers. Everything within this book isinformation to acclimate new members totheir new role in their upcoming tours ofduty with the team.

    "Only after passing all the security andbackground checks do applicants receivea Communicard and this booklet to read.The first topic is the Avengers' placeamong the varied power groups on Earth,

    especially contacts and involvement withother superhuman crime-fighting groups.Next are the Charter and By-Laws. Readthem carefully. The Chairbeing and fellowAvengers will answer any questions aboutoperating procedures. This also bookletcontains the current membership roster aswell as some excerpts from the files of theactive membership of the Avengers. Thelast piece of instructional materialdescribes the various villains the Avengershave faced in the past. We Avengers havefound a need to keep all our membersupdated on the tactics and tricks of villainswe encounter, as they tend to return, oftenspoiling for a fight. With this information,newer members benefit from the wealth ofexperience the Avengers membershipholds. Finally, we have included apersonal piece from the only person tohave stayed with the team from Day One,Edwin Jarvis. Though the membership isconstantly changing and new and oldAvengers come and go, this man is theonly one of us who truly cannot bereplaced.

    "I wish good luck to all new Avengers,and may they find the steadfastcamaraderie and loyalty that I have among

    fellow Avengers. This is a uniquecollection of beings, and one that all of usare proud to be a part of. Keep 'emFlying!"

    INTRODUCTION

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    "In the time since I was revived, there hasbeen no greater collection of heroes andfriends than the Avengers. Over the years,I have attempted to mold the Avengersinto the most efficient superhuman peace-keeping force in the world. During thesetimes, we have come into contact withmany of Earth's other superhumans,whether as friend or foe. The following fileis a list of the superhuman community intheir particular groups and how the

    Avengers work with them or against themfor the benefit of the entire planet. CaptainAmerica signing off."

    American Superhero TeamsAvengers East Coast (Recording)Current Active Roster: Black Knight,

    Black Widow, Crystal, Hercules, Sersi,Thor II, Vision

    Current Reserve Roster: CaptainAmerica, Captain Marvel, Dr. Druid,Falcon, She-Hulk, Spider-Man

    Current Leadership: Black WidowMission/Objective: See Avengers

    Charter and By-Laws, Section One,Paragraph D

    Avengers West CoastCurrent Active Roster: Hawkeye, Iron

    Man. Living Lightning, Scarlet Witch,Spider-Woman, U.S. Agent, WonderMan

    Current Reserve Roster: Dr. Pym,Firebird, Hellcat, Human Torch I,Machine Man, Mockingbird, Tigra,Wasp

    Current Leadership: Scarlet WitchMission/Objective: See Avengers

    Charter and By-Laws, Section One,

    Paragraph DStatus with Avengers: (ALLY) As oursister team in California, this team isvery closely linked with the East CoastAvengers team. Relations are veryfriendly, though contacts have beenstrained because of extremist actionsduring Operation Galactic Storm.

    Earth ForceCurrent Active Roster: Earthlord,

    Skyhawk, Wind WarriorCurrent Leadership: SkyhawkMission/Objective: Currently unfocused

    but altruistic; original objective was tokill Hogun the Grim for the Egyptiangod Seth.

    Status with Avengers: (NEUTRAL)When Earth Force was lastencountered by the Avengers, they

    had broken from Seth's control andhad sided with Thor, Odin, and theBlack Knight to stop Seth's legionsfrom invading Asgard. Their selflesssacrifices of their lives were repaid bythe Egyptian pantheon who restoredtheir lives as well as their powers. Thetrio has not been active in recentmonths, but can be considered friendlycontacts, especially if in touch with theBlack Knight or Thor I.

    Fantastic FourCurrent Active Roster: Human Torch,

    Invisible Woman, Mister Fantastic,Thing

    Current Leadership: Mister FantasticMission/Objective: To safeguard the

    world from any threat beyond thepower of local and conventional forcesand to perform scientific research andprovide technology for the bettermentof Earth's populace

    Status with Avengers: (ALLY) Reed,Sue, Ben, and Johnny have beensteadfast allies of the Avengers fromthe beginning. As well sharing aninformation net and database on allnative superhuman and alien beings,

    Fantastic Four Inc. has a reciprocalagreement with the Avengers toprovide access to their equipment andheadquarters. There are many strongfriendships between members of theAvengers and the Fantastic Four.

    Great Lakes AvengersCurrent Active Roster: Big Bertha, Dinah

    Soar, Doorman, Flat Man, MisterImmortal, Mockingbird

    Current Leadership: Mockingbird withMister Immortal

    Mission/Objective: They unofficiallyadhere to the Avengers Charter andBy-Laws, specifically Section One,Paragraph D

    Status with Avengers: (NEUTRAL/ALLY)

    These five heroes, until they werejoined by Mockingbird (and Hawkeye,for a brief time), were neophyte heroesin Milwaukee, Wisconsin who calledthemselves Avengers withoutauthorization. They still operate underthis title without proper approval, butlocal reports of their exploits soundpromising. Their exemplary actionsalso aided a number of enthralledAvengers against That WhichEndures, an alien parasitic being.Though they are still novice heroes,the Great Lakes Avengers can becounted on as friendly contacts andpotential Reservists should the needarise.

    New WarriorsCurrent Active Roster: Firestar,

    Namorita, Nova, Rage, Silhouette,Speedball

    Current Leadership: NamoritaMission/Objective: To safeguard the

    public good and "to wage a waragainst crime and those who practiceit"

    Status with Avengers: (NEUTRAL)Though their ranks contain a former

    Avenger, this group of young heroes isof uncertain status with the team.Though we applaud their zeal and theistance against crime, we cannot as anorganization condone their "anything toget the job done" altitude. Ragepersonally abused his Avengerstraining privileges to allow the Warriorsaccess to a Quinjet.

    THE SUPERHUMAN COMMUNITY

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    Rage's status with the Avengers was usedto deceive Kampuchean officials and theQuinjet was eventually stolen by fourknown criminals.

    This next generation of heroescontains much potential, but there is aneed for something more among thesepowered youths. Captain Americaspotted that in Vance Astrovik akaMarvel Boy. This belief was shattered

    by the boy's conviction formanslaughter. For all their promise,these heroes need focus, tempering,and some hard lessons in restraint andmorality.

    Squadron SupremeCurrent Active Roster: Doctor Spectrum,

    Haywire, Hyperion, Lady Lark,Moonglow (Arcanna), Power Princess,Shape, Whizzer

    Current Leadership: Hyperion and PowerPrincess (Co-leaders)

    Mission/Objective: Awaiting contact withArcanna's son on our Earth so theycan return to their home dimension.Standard mission usually equivalent toAvengers' when on their own Earth,though for one year, the Squadronacted as planetary rulers.

    Status with Avengers: (ALLY) Thoughtheir primary contact during theircurrent stay on Earth has beenQuasar, the Squadron and theAvengers are old allies. The Avengershope they can count on the Squadronin times of need for the length of theirstay on our Earth. Shape and Haywireare new members of the Squadron

    who are unknown to most Avengers,though they have proven themselveswith their teammates.

    X-FactorCurrent Active Roster: Havok, Multiple

    Man, Polaris, Quicksilver, Strong Guy,Wolfsbane, Valerie Cooper(Government liaison)

    Current Leadership: Valerie Cooper withHavok

    Mission/Objective: To act as a U.S.government superhuman task force tobe used to safeguard the interests ofthe United States government in

    situations beyond the control ofconventional forces

    Status with Avengers: (NEUTRAL) Withthe exception of Pietro, none of the X-Factor members have had muchcontact with the Avengers. Initialcontacts with the group have beenpositive, accentuated by the presenceof a former Avenger within their ranks.The Avengers' dealings with theprevious government strike force(Freedom Force) were oftenconfrontational if not hostile. It ishoped that X-Factor and the Avengerscan maintain a healthy, friendlydialogue between our groups. Much ofthis shall depend on the governmentnot sending their team on assignmentsthat run counter to the Avengers'methods and beliefs.

    X-ForceCurrent Active Roster: Boom Boom,

    Cable, Cannonball, Feral, Rictor,Shatterstar, Siryn, Sunspot, Warpath;Cable and Domino are of unknownstatus

    Current Leadership: CannonballMission/Objective: To protect mutants'

    rights and prepare them against thecoming war against humanityStatus with Avengers: (UNFRIENDLY)

    This all-mutant paramilitary strike forceis barely above some of the morals ofthe Avengers' standard enemies.Various government agencies areattempting to apprehend the groupbecause of the shadier

    tactics and actions of the group'sleader, a mysterious mutant known asCable. Boom Boom and Cannonballhave had minor contacts with theAvengers when they were students ofCharles Xavier, but these contacts areseverely strained because of theirassociation with a wanted criminal.

    X-MenCurrent Active Roster: Blue Strike Force

    Beast, Cyclops, Gambit, Psylocke,Rogue, Wolverine; Gold Strike Force:Archangel, Bishop, Colossus, JeanGrey, Iceman, Storm

    Current Leadership: Professor CharlesXavier (Team leader), Cyclops andStorm (Strike Force leaders)

    Mission/Objective: To train mutants inthe use of their superhuman powersand to safeguard humanity fromattacks by superhuman "evil" orcriminal mutants and other threats toogreat to be fought by conventionalforces

    Status with Avengers: (ALLY) The

    Avengers' relations with the X-Men aregreatly improved now, with the X-Men's criminal status in the UnitedStates rescinded because of theirrecent aid versus Magneto andAsteroid M. We have recently hadcontact with them regarding the safetyof Lanae, Pietro and Crystal's daughteand granddaughter of Magneto, frommutant radicals. The two teams alsoplan to exchange information onsuperhuman and mutant criminals.Despite the Avengers" expertise,Charles Xavier and his students have

    a greater wealth of information ongenetic mutation than anyone else onEarth. We all hope this allianceremains strong for the future.

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    Foreign Superhero TeamsAlpha FlightCurrent Active Roster: Core Alpha:

    Aurora, Guardian, Northstar,Sasquatch, Weapon Omega; Supportteam: Puck, Shaman, Windshear; BetaFlight: Goblyn, Mannikin, Persuasion,Talisman, Witchfire

    Current Leadership: GuardianMission/Objective: To safeguard Canada

    and her provinces from threats too

    powerful for conventional forcesStatus with Avengers: (ALLY) Alpha's

    relations with the Avengers areprimarily through the sharedinformation net with the Fantastic Four.It is beneficial that government-supported super teams be kept up todate on the activities of superhumans.Alpha's strongest connection with theAvengers is also one of our mosttragic. Marrina, one of the fewAvengers to die, was a member ofAlpha Flight and our team.

    Excalibur

    Current Active Roster: Captain Britain,Cerise, Meggan, Nightcrawler,Shadowcat; Feron, Kylun, and Phoenixare on leave or reserve duties.

    Current Leadership: NightcrawlerMission/Objective: To safeguard

    England, Great Britain (and the world)from threats too powerful forconventional forces and to investigateevents as requested by her Majesty'sW.H.O. bureau (Weird HappeningsOrganization)

    Status with Avengers: (ALLY) With theexception of the former X-Menmembers (Nightcrawler andShadowcat), this branch of theAvengers has had no contact with thisBritain-based superteam. Our westcoast contingent has teamed up withthem against Dr. Doom. Thecamaraderie between the two teamsseems promising. Their two latestmembers, Cerise and Kylun, are

    unknown, though the confidenceplaced in them by the Excaliburmembers and the British peopleimplies their trustworthiness. With theAvengers' new international status, itwould be beneficial to increase contactwith these heroes if our aid is neededin Europe or the continent.

    Silver Sable and OutlawsCurrent Active Roster: Prowler, Rocket

    Racer, Sandman, Silver Sable, Will OThe Wisp

    Current Leadership: Silver SableMission/Objective: Mercenary activities

    deemed too dangerous or beyond theabilities of Sable's Wild Pack

    Status with Avengers:(NEUTRAL/UNFRIENDLY) Our onlycontact with the members of this groupwas through the Sandman, once aReserve Avenger. Because of a minormisunderstanding, the Sandman leftthe Avengers and soon linked up withhis former employer, Silver Sable. Thecriminal backgrounds of many of thisteam's members, whether pardoned ornot, makes the prospect of workingwith this mercenary force in any way

    other than temporary quite dubious.

    IndependentsHulkCurrent Allies: Betty Banner, Marlo

    Chandler, Rick Jones, PantheonMission/Objective: To pay reparations to

    the world for all the destruction causedby the Hulk before his currentincarnation

    Status with Avengers: (NEUTRAL)Though Bruce Banner has been closefriends with many of the scientific

    minds of the Avengers for years, aswell as being a founding member ofthe team, his current personality bearsa grudge against the Avengers for theimany clashes and their inability toaccept him on various occasions. TheHulk had been offered Avengersmembership after his pardon a fewyears ago, though he refused at thetime. Bruce's current personality, whileless volatile than it has been in thepast, contains more than enoughaggressiveness and power to preventhis effective participation within thisteam situation on a regular basis. Hiscurrent affiliation with the mysteriousPantheon is also grounds for concern.The Pantheon has a reputation forentering situations and escalatingthem with their presence. Theysometimes draw enough attention(such as their recent incursion intoTrans-Sabal) to cause more damagethan there was to begin with. The teamis also notorious for "acting in the bestinterests of the human race"regardless of the wishes of the localgovernments and their people. Thepower of the Hulk within an

    organization like this is a powderkegwaiting to explode.

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    "So you want to be Avengers, huh? Well,take it from ol Hawkeye here, it's a lottougher now than when I joined up as partof 'Cap's Kooky Quartet.' Well, um, I don'tmean that it was easy for me. It's justmore folks are around these days andsecurity risks have to be watched and wecan't accept every hero off the streetanymore. Wait, uh, help me out,Mockingbird"

    "What my tongue-tied husband is trying

    to say is that the Avengers now operateon a global scale and, as special membersof the UN peace-keeping forces, all theregulations involved must be strictlyadhered to. Give the Charter and By-Lawsa read and this will give you some idea ofwhat's involved in becoming a member ofthe world's premier peacekeeping force."

    Team CharterThe Avengers' team charter was firstestablished by Ant-Man, the Hulk, IronMan, Thor, and the Wasp at the soon-to-be-called Avengers Mansion. The charterwas created to be an open-endeddocument, easily modified by a majority ofthe membership.

    Numerous changes to this charter weremade over the years to accommodate amore stable leadership (as opposed to aweekly or monthly leadership change),government sponsorship (first by theUnited States and later by the UnitedNations), and other various inquiries. Themost recent changes to the charterinvolved the new unified organization ofthe Avengers and the team's sponsorshipby the United Nations. While stillexclusively based within the United States,

    the Avengers now truly have heroes forthe world. Though there are currently onlytwo Avengers teams, both located withinthe United States, there are hopes ofestablishing other Avengers brancheswithin the borders of other membernations of the UN General Assembly.

    Articles and By-Laws

    BE IT KNOWNThat we, the Avengers, have banded

    together to protect and safeguard theplanet Earth, its inhabitants andresources, from any and all threats,terrestrial or otherwise, which mightprove to be beyond the power ofconventional forces to handle.

    That we shall tolerate no interference inthe growth of humanity in meeting itsrightful destiny.

    That we dedicate ourselves to theestablishment, growth, andpreservation of peace, liberty, equality,and justice under law.

    This is our solemn oath.

    ARTICLE ONE: ORGANIZATION

    The Avengers are hereby chartered as anon-profit organization under the laws asset down by the United States of America;said organization being recognized andfully sanctioned as a peace-keeping forceby the National Security Council of theUnited States of America, by the UnitedNations and the United Nations SecurityCouncil, and by the Strategic HazardIntervention, Espionage, and LogisticsDirectorate (S.H.I.E.L.D.).

    ARTICLE TWO: JURISDICTIONIn accordance with the tenets of nationaland international laws, The Avengers,acting individually or as a group, areherein authorized to function in all lands,territories, or protectorates of the UnitedStates and any member nations affiliatedwith the United Nations.

    AVENGERS CHARTER and BY-LAWS

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    ARTICLE THREE: FUNDINGAs a non-profit organization, the Avengersshall be funded chiefly by private grants.Major funding for the activities of theAvengers, for their headquarters,transportation, and equipment, shall beprovided by a grant from the Maria StarkFoundation (Anthony Stark, Director), withadditional funding provided by the UnitedNations. These grants are accepted by theAvengers with the understanding that the

    Foundation and the United Nations shallhave no say in Avengers operations or inthe deployment of funds within theAvengers organization.

    ARTICLE FOUR: OPERATIONSThe day-to-day operations of theAvengers shall be governed by a set ofby-laws as put forth by the foundingmembers.

    IN WITNESS of this charter, we foundingmembers have hereunto subscribed ournames.

    Iron ManThor

    WaspAnt-Man

    Hulk

    AVENGERS BY-LAWSSection One: Policy and OperationsA. All Avengers shall, at all times,endeavor to adhere to the principles of theAvengers Charter and follow the rules andregulations of these by-laws.

    1. The by-laws may be amended,when deemed necessary, by theactive members of the Avengers.Amendments may be proposed byany active Avenger. Amendments

    shall become a binding part ofthese by-laws upon approval bytwo-thirds of the activemembership.

    B. No Avenger shall be required tosurrender knowledge of his or her civilianidentity or personal affairs to themembership at large or to any agents ofmember nations of the United NationsGeneral Assembly and Security Council.

    C. Avengers shall be entitled to specialpriority government security clearances inall member nations of the United NationsGeneral Assembly, as approved by theUnited Nations Security Council.

    D. The Avengers are organized as aspecial unit of the United Nations peace-keeping forces, assignable only to cosmic,extraterrestrial, extra-dimensional, occult,subterranean, sub-oceanic menaces,invasions, limited incursions, infestations,and enchantments not instigated, abetted,or sanctioned by a current member nation.

    1. The general membership of theAvengers can, by a two-thirdsvote, establish a new branch teamof active Avengers in addition to a

    team based at the Avengerscentral headquarters (SeeParagraph E).

    a. Each Avengers team shall beled by an individual Chairbeingduly elected from its activemembership.

    b. Each Avengers branch teamshall have the primaryresponsibility of safeguardingan established territory overanother active Avengers teamThese areas shall havedefined geographicalboundaries to mark eachteam's jurisdiction.

    c. Each team shall have anestablished base of operations

    for the storage of classifieddocuments and equipment,and for use as a place ofassembly for regular meetingsQuarters will be provided forany members at said base.

    E. The Avengers shall establish a base toserve as a central headquarters for thegeneral membership. This base shall alsoserve as the primary headquarters for ateam of active Avengers.

    F. The Avengers general membership, asone whole unit, shall be led by a dulyelected Chief Executive. The duties of thisExecutive are to organize all activities of abusiness and/or legislative nature for thegeneral membership.1. The post of Chief Executive shall be

    filled by any active member who hasfulfilled an active term of duty of noless than two years (See SectionTwo: Membership).

    2. The Chief Executive shall serve for aterm of six months. There shall be nolimit placed on the number ofconsecutive terms an executive mayserve.

    3. The Chief Executive acts as theprimary liaison for the Avengers to theUnited Nations General Assemblyand the United Nations SecurityCouncil. The Chief Executive is alsothe primary representative of theAvengers to all terrestrial,extraterrestrial, and extradimensionalheads of state.

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    4. The Chief Executive has thepower to call special meetings ofthe general membership ashe/she/it sees fit.

    5. The Chief Executive shall alsoserve as the Chairbeing of thecentral branch of the Avengers, sosignified by the primary team inattendance at the Avengerscentral headquarters.

    6. The Chief Executive shall preside

    over any disciplinary tribunal atthe request of a Chairbeing and adisciplinary board of inquiry (SeeSection Two, Paragraph G).

    7. The Chief Executive shall overseethe establishment of anyadditional Avengers branch teamsand their headquarters. The ChiefExecutive appoints an interimChairbeing for the new branchuntil the election of a Chairbeingfrom the new team's activemembership (See Paragraph E).

    E. Each Avengers branch shall be led by aduly elected Chairbeing. It shall be theduty of this leader to coordinate allAvenger branch team activities, whetherbusiness or tactical in nature.

    1. The position of Chairbeing shallbe open to any active memberswho have passed theirprobationary period (See SectionTwo).

    2. The Chairbeing shall serve for aterm of six months. There shall beno limit to the number ofsuccessive terms a leader mayserve.

    3. It shall be the privilege of theChairbeing to determine theformat of meetings and to callspecial meetings as the Chairsees fit.

    4. The Chairbeing shall beempowered to hire and overseeany staff necessary for the properoperation of the teamheadquarters and all Avengersteam equipment.

    5. In the event of the absence,incapacity, or resignation of theChairbeing, an interim leader shallbe chosen by a two-thirds vote ofthe active team membership.

    Section Two: MembershipA. Recognizing that the membership of theAvengers may be subject to and, indeed,might profit from change, procedures forthe admission of members shall be set

    forth.

    B. Candidates for membership must belegal adults, possessing at least oneability, power, skill, or talent which isdeemed valuable by a majority of theactive team membership.

    1. Membership shall not be deniedon account of race, creed, color,sex, or condition of birth or origin.

    2. Membership candidates must benominated by one active memberin good standing at a regular orspecial meeting. Election formembership must be held withinone week of nomination and beattended by a simple majority ofactive team members. A two-thirds vote is necessary forelection to Avengers membership.

    3. Newly-elected Avengers shallserve a probationary period of notless than 30 days.

    a. During the probationaryperiod, the United NationsSecurity Council, as well asthe new Avenger's homecountry, shall make aninvestigation of the new

    Avenger's public record inorder to determine approval forfull security clearance.

    b. While on probation, the newAvenger shall have limitedaccess to Avengers facilitiesand records.

    c. At the end of probation, thenew Avenger shall assume fulactive status, unlessobjections are raised by anyactive team member or by theUnited Nations SecurityCouncil.

    C. The Avengers shall select newmembers whenever the Chairbeing or twothirds of the active membership

    determines that the ranks are not atoptimal strength, or when there is avacancy in the ranks.

    1. The Chairbeing has the power tolimit the number of activemembers in their respectiveteams.

    D. Active, or primary, Avengers shall bethe designation given to those Avengerswho are full-time members.

    1. Active Avengers shall be requiredto log all individual cases into themain computer file, so that theentire membership may benefitfrom the individual's experience.

    2. Active Avengers shall be requiredto attend all regular businessmeetings. Members who missmore than one meeting per monthwithout submitting an acceptableexcuse may face suspension anddemotion to Reserve status for aperiod to be determined by theChairbeing and a consensus ofthe other active members (SeeParagraph G).

    3. Active Avengers shall be issuedan Avengers Communicard.

    a. Active members shall berequired to answer allemergency calls. If unable torespond, an active membermust contact the Chairbeing athe earliest opportunity toexplain the absence.

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    b. Active members, if unable torespond personally to anemergency call, can contactand activate their reservesubstitute Avenger to respondto the call in their stead (SeeParagraph E).

    c. Active members who miss anemergency call without goodreason and without activatingtheir substitute may be subject

    to disciplinary action.4. Active Avengers shall be expected

    to cooperate with other lawenforcement agencies. Althoughgranted certain privileges andlegal immunities by the Avengerspriority clearance, no Avengershall be above the law.

    5. Active Avengers shall be paid astipend of one thousand dollars($1,000) per week. Members maychoose not to accept theirstipends, in which case the moneyis placed in their retirement fund.

    a. Active members shall beentitled to free medical and lifeinsurance benefits.

    b. Active members shall beprovided with private quarterswhere they may reside if theychoose. Unlimited mealprivileges shall be provided forlive-in members.

    6. Active Avengers shall be grantedunlimited access to all Avengersheadquarters, vehicles, computerrecords and files, and any otherfacilities of the organization.

    7. Active Avengers may take a leave

    of absence for any reason simplyby notifying the Chairbeing of saidintent.

    a. Active Avengers may chooseto accept status as a reservistor an inactive Avenger.

    8. Active Avengers shall, at all times,act in a manner befitting that of aguardian of the public trust.

    E. Reserve Avengers, or reservists, shallbe the designation given to thoseAvengers who are part-time members, oncall for special missions or emergencyassignments only.

    1. Reserve membership shall belimited to those members whohave fulfilled an active term ofduty of not less than one year orthose who have been allies ingood standing for not less than

    five years, and who wish toreduce their connections with thegroup.

    2. Reserve Avengers shall not berequired to log their individualcases, though they shall beencouraged to do so.

    3. Each reserve Avenger is assignedas a reserve substitute for aspecific active Avenger.

    a. The reserve substituteAvenger shall complement theactive Avenger's contributionto the team in terms of sheerpower, skill, or ability tooperate in a team situation.

    b. Reserve Avengers shallrespond to emergency calls ifrequested by an activemember or the actingChairbeing.

    4. Reserve Avengers may attendany regular meeting, but shall berequired to attend no more thanone meeting per year.

    5. Reserve Avengers shall retaintheir Avengers Communicards.

    a. Reserve members may bedemoted to inactive status if

    they fail to answer threeconsecutive emergency calls.6. Reserve Avengers shall be paid a

    stipend of one hundred dollars($100) per month.

    a. A reserve Avenger on call as areserve substitute of an activeAvenger shall be paid astipend of thirty dollars ($30)per day spent on the activeroster.

    7. Reserve Avengers shall havelimited access to Avengersheadquarters and computer files.Access to equipment can begranted at the discretion of theactive members.

    8. Reserve Avengers may return toactive status at the discretion ofthe Chairbeing, if they so petitionand are accepted by majority voteof the active membership.

    9. Reserve Avengers shall be givenpriority over inactive Avengers ornew Avenger candidates in thefilling of vacancies in the activemembership.

    10. Reserve Avengers may retire toinactive status by notifying theChairbeing or the Chief Executive

    11. Reserve Avengers shall not havea vote in Avengers proceedings.

    12. Reserve Avengers shall have theauthority to call emergencymeetings of an active teammembership.

    F. Inactive Avengers shall be thedesignation given to those members whohave retired or resigned from active andreserve duty.

    1. Avengers may resign by simplynotifying the Chairbeing of theirintent and surrendering allAvengers-owned equipment withthe exception of the AvengersCommunicard.

    2. Any active or reserve Avengerwho is incapacitated or whomoves from the organization'snormal jurisdiction shall be

    granted an honorable dischargeand placed on the inactive roster.3. Inactive Avengers may be granted

    limited access to Avengersfacilities (but not portableequipment) at the discretion of theactive members.

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    4. Inactive status shall be consideredthe equivalent of an indefiniteleave of absence.

    5. Inactive Avengers may bereinstated only if there is avacancy in the active ranks, andthen only if elected by a two-thirdsvote of the active membership.

    G. Motions for disciplinary action againstany active or reserve Avenger may be

    brought by any other active Avenger.1. In the event of such an

    accusation, the Chairbeing shallconvene a board of inquirycomprised of a simple majority ofthe active team membership(minus the accused, if they areactive Avengers).

    2. Disciplinary action shall be limitedto suspension, with the option offurther trying the accused before atribunal of the Avengers generalmembership.

    a. Tribunal proceedings shall beconducted in the manner of amilitary court-martial with theChief Executive presiding.

    b. Maximum punishment to bebrought on the accused bysuch a tribunal shall beexpulsion from the Avengers.Expulsion cancels anypotential status as a reserve orinactive member of theAvengers.

    c. A two-thirds vote shall benecessary to expel a memberfrom the Avengers.

    3. Active and reserve Avengers can

    be expelled on the followinggrounds:a. Conviction for any crime above

    a misdemeanor.b. Voluntary betrayal of Avengers

    classified information.c. Criminal acts of negligence not

    convicted for, but witnessed byat least one active member.

    Section Three: MeetingsA. The Avengers shall meet at least oncea week at a place agreed upon by amajority of the active team membership.

    B. Emergency meetings may be called atany time, but emergency meetings shallnot be considered replacements forregular meetings.

    C. In the event that an Avengers mission

    is in progress at the time of a scheduledmeeting, the meeting will be rescheduled.

    D. A simple majority of the active teammembership shall be required to make ameeting official. Two-thirds of the activeteam membership are needed to have anecessary voting quorum.

    Section Four: Punishment of CriminalsA. Avengers shall leave the punishment ofperpetrators of criminal activity to theappropriate agencies of the law.

    B. The Avengers shall not abridge anaccused's right to a fair and speedy trial.

    C. The Avengers shall abide by thedecisions of the law, and will not takeupon themselves any aspect of thepunishment process.

    D. In the event that conventionalimprisonment proves inadequate for agiven criminal, the Avengers shall beallowed to hold said criminal in a fittingmanner until proper facilities can beprepared, provided that a full report of saidmethods of imprisonment is given to the

    proper law enforcement authorities.

    Section Five: AffiliationsThe Avengers shall maintain open andreciprocal relations, including joint limitedaccess to computer data, with Alpha Flighand Department H, the Fantastic Four,Inc., and with the Strategic HazardIntervention, Espionage, and LogisticsDirectorate (S.H.I.E.L.D.)

    Section Six: SecurityThe United Nations Security Council shall

    serve as liaison between the Avengersand the national governments of the Earththat are affiliated with the United Nations.The UNSC shall supervise the installationof all security devices and data centersand shall hold periodic inspections of saidfacilities. The Avengers are cleared forinstallation of their own security devicespending approval, clearance, andinspection by the UNSC.

    Section Seven: DiscorporationThe Avengers organization as a wholemay be disbanded by order of the UnitedNations Security Council for a breach of amember nation's security accompanied bya vote of no confidence by two-thirds ofthe UNSC. The Avengers can also bedisbanded by a unanimous vote of theactive general membership. In the event odisbanding, all Avengers holdings shallrevert to the Maria Stark Foundationand/or Stark Industries, with the exceptionof any security devices, systems, or datawhich have any bearing on any country'snational security. Said materials and datashall be immediately turned over to theappropriate governments via the UnitedNations Security Council.

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    Good day, everyone. Janet Van Dyne,the Wasp, here! What's our topic? Theroster? Oh, stop it with the 'But of course,madam' stuff, Jarvis. Could you be a dearthough, and fetch me a bottle of water?These recordings do make my throatscratchy. Thank you, Jarvis. Now, wherewas I? Oh yes...hmmmmmm...

    "For years, the news media has alwaysmade our roster changes into big news.We've always been led to believe it was

    an excuse for news magazines to stringtogether stock footage of the Avengersand their battles as a cheap alternative tonew programming. In any case, if thepublic believes a team roster change isimportant enough for television, one canbelieve how important it is to the Avengersthemselves.

    "For years, our membership was verystable and frequent change was scarcelya part of the team's vocabulary. Within thepast few years, the lineup has changedmore than ten times including the openingof an entirely new Avengers branch team.As we soon discovered with the attack ofBaron Zemo's Masters of Evil and thesubsequent destruction of the mansion,the most Important factor of the team wasto be up to data on both foes and friends.If not for the timely arrival of Thor and thesurprising entrances of Ant-Man and Dr.Druid, those might have been the lastdays of the Avengers.

    "Since that time, the Avengers have keptmore exacting records and contacts withall past and present members in terms oftheir availability as well as their activities.The following full roster lists all heroeswho have ever called themselves an

    Avenger. We have even counted thosemembers with power or name changes,simply because an identity change oftenaccompanies a major change in thatperson's power or contribution to the teamHave fun with your walk through AvengershistoryI've got to dash! Wasp out."

    AVENGERS MEMBERSHIP ROSTER

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    (In order of joining. Collected bunches ofheroes signifies a major shift and entryinto the team at the same time.)

    1. Ant Man IFounding MemberStatus: Defunct Identity (37)

    2. HulkFounding MemberStatus: Inactive Reserve

    3. Iron Man IFounding MemberStatus: Deceased (Inactive Reserve

    due to cryogenic sleep, believed dead)

    4. Thor IFounding MemberStatus: Status Unknown

    5. WaspFounding MemberStatus: Reserve Member (WC)

    6. Giant Man IFounding MemberStatus: Defunct Identity (37)

    7. Captain America1st RecruitStatus: Active Member (EC)

    8. Hawkeye2nd RecruitStatus: Active Member (WC)

    9. Quicksilver3rd RecruitStatus: Inactive Reserve

    10. Scarlet Witch4th RecruitStatus: Active Member (WC)

    11. Swordsman5th RecruitStatus: Deceased

    12. Goliath IFounding MemberStatus: Defunct Identity (37)

    13. Hercules6th RecruitStatus: Active Member (EC)

    14. Black Panther7th RecruitStatus: Inactive Reserve

    15. Vision8th RecruitStatus: Active Member (EC)

    16. Yellowjacket IFounding MemberStatus: Defunct Identity (37)

    17. Goliath II2nd RecruitStatus: Defunct Identity (8)

    18. Black Knight9th RecruitStatus: Active Member (EC)

    19. Black Widow10th RecruitStatus: Active Member (EC)

    20. Mantis11th RecruitStatus: Inactive Reserve

    21. Beast12th RecruitStatus: Inactive Reserve

    22. HellcatApplicantStatus: Inactive Reserve

    23. MoondragonApplicantStatus: Inactive Reserve

    24. JocastaApplicantStatus: Destroyed

    25. Ms. Marvel I13th RecruitStatus: Defunct Identity; (as Binary)Inactive Reserve

    26. Falcon14th RecruitStatus: Reserve Member (EC)

    27. Wonder Man15th RecruitStatus: Active Member (WC)

    28. Tigra16th RecruitStatus: Reserve Member (WC)

    29. She-Hulk17th RecruitStatus: Reserve Member (EC)

    30. Captain Marvel18th RecruitStatus: Reserve Member (EC)

    31. Starfox19th RecruitStatus: Inactive Reserve

    32. Mockingbird1st Recruit, West Coast20th Team RecruitStatus: Reserve Member (WC)

    33. Iron Man II2nd Recruit, West Coast21st Team RecruitStatus: Inactive Reserve

    34. Thing3rd Recruit, West Coast22nd Team RecruitStatus; Inactive Reserve

    35. Firebird

    Applicant, West CoastStatus: Reserve Member (WC)

    36. Namor the Sub-Mariner20th Recruit, East Coast23rd Team RecruitStatus: Inactive Reserve

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    37. Dr. PymFounding MemberStatus: Reserve Member (WC)

    38. Moon Knight4th Recruit, West Coast24th Team RecruitStatus: Inactive Reserve

    39. Dr. Druid21st Recruit, East Coast

    25th Team RecruitStatus: Reserve Member (EC)

    40. Marrina22nd Recruit, East Coast26th Team RecruitStatus: Deceased

    41. Yellowjacket IIApplicant, reluctant allyStatus: Inactive Reserve (currently onparole; membership pendingrehabilitation or pardon)

    42. Gilgamesh24th Recruit, East Coast28th Team RecruitStatus: Inactive Reserve

    43. Mr. Fantastic25th Recruit, East Coast29th Team RecruitStatus: Inactive Reserve

    44. Invisible Woman26th Recruit, East Coast30th Team RecruitStatus: Inactive Reserve

    45. Quasar27th Recruit, East Coast31st Team RecruitStatus: Inactive Reserve

    46. Sersi28th Recruit, East Coast32nd Team RecruitStatus: Active Member (EC)

    47. US Agent5th Recruit, West Coast33rd Team RecruitStatus: Active Member (WC)

    48. Human Torch I6th Recruit, West Coast34th Team RecruitStatus: Reserve Member (WC)

    49. Spider-Man

    29th Recruit, East Coast35th Team RecruitStatus: Reserve Member (EC)

    50. Machine ManApplicant, West CoastStatus: Reserve Member (WC)

    51. Rage30th Recruit, East Coast36th Team RecruitStatus; Inactive Reserve; Trainingstatus until of legal adult age; trainingstatus revoked because of recenttheft of Quinjet.

    52. Sandman31st Recruit, East Coast37th Team RecruitStatus: Inactive Reserve

    53. Living Lightning7th Recruit, West Coast38th Team RecruitStatus: Inactive Reserve

    54. Spider-Woman II8th Recruit, West Coast39th Team Recruit

    Status: Active Member (WC)

    55. Thor II32nd Recruit, East Coast40th Team RecruitStatus: Active Member (EC)

    56. Crystal33rd Recruit, East Coast41st Team RecruitStatus: Active Member (EC)

    Honorary Members1. Richard "Rick" Jones

    Status: Ally of Hulk and the PantheonLocation: Reno, Nevada

    2. Captain Marvel I (Mar-Veil, Kree)Status: DeceasedLocation: Tomb world orbiting Saturn

    3. Ant-Man II (Scott Lang)Status: Inactive/Part-time Hero

    Location: Los Angeles, California

    Unofficial MembersDemolition Man ("D-Man")

    Status: Unknown; D-Man recruited byCaptain America after the team brokeup (see AVENGERS #297}; heapparently died soon after and hismembership was never official (norwas a quorum present for voting). Hisnew status with his return is unknown.Location: New York City, New York

    Great Lakes AvengersStatus: Unknown; all listed below areactive GLA membersLocation: Milwaukee, Wisconsin

    1. Big Bertha2. Dinah Soar3. Doorman4. Flatman5. Mr. Immortal

    NebulaStatus: Nomination and membershipdeclared illegal because of mindcontrol and lack of quorum needed toaccept new members (Membership

    #41.5).Location: Unknown; last knownlocation on Titan

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    "This is the Vision. The following areexcerpts from our Avengers' database toprovide new Avengers and allies withcurrent information on the status of any ofthe Avengers' past and present enemiesand related topics. Commentaries by avariety of Avengers regarding the villain athand follow the factual entries. Thesecomments are not totally logical or fact-based, but are the opinions and judgmentsof the listed Avenger"

    Absorbing ManCrusher Creel was granted his powers toadapt his form into any state of matter orenergy by Loki, the Asgardian god oftrickery. Since that time, he has been aperennial foe of Thor and the Avengers.Creel was a member of the Masters ofEvil's fourth incarnation, but his onlycurrent ally is Titania.

    Captain America: "Crusher Creel is easilyone of the team's most powerful foes. Hisusual tactics are to adapt the strongestmaterials or most powerful energy sourcefor his body and attack with the finesse ofa bull in a china shop. Despite his body'schanges, Creel can be affected by attacksfocused on his pressure points and othervulnerable areas, such as his eyes orears. They can make him reflexively turnhuman and more vulnerable at that point.Don't underestimate him because of hisapparent lack of education. Creel is craftyand he is practiced at keeping metals anddurable items at hand to absorb."

    AnnihilusAnnihilus is one of the most powerfulbeings known to inhabit the Negative

    Zone, a universe outside of our own that iscomposed entirely of anti-matter. Insectoidin appearance, Annihilus wears anarmored beetle-like battle suit with wings,and much of his power stems from theCosmic Control Rod about his neck. TheRod absorbs and projects energies on thelevel of Thor's hammer,

    or beyond, if Reed Richards' estimates arecorrect.

    Our last encounter with Annihilus was afew years ago when he took over theBaxter Building and created a Null-FieldGenerator capable of destroying both theNegative Zone and our universe. He hadlost the Cosmic Control Rod and wished totake both universes into death with him.The Fantastic Four, with Captain Marvel,managed to defeat Annihilus and send

    him back to the Zone. After Thor invadedAsgard a few months later, he reportedthat Annihilus was destroyed, though therehave been unconfirmed reports from somesources that he is still alive.Thing: "Annihilus is the toughest thing in

    the entire dad-blamed Negative Zone. It'sa major reason that place makes AuntPetunia's favorite nephew nervous. Hecalls himself the "living death that walks."and I've seen him kill as easily as youswat a fly. Most of his power comes fromnumbers. When you rule a galaxy, yousend your flunkies to soften up enemiesfirst before attacking. If you can keep himaway from his troops, all you have toworry about is one of the meanesttempers this side of the Hulk and hisCosmic doohickey. Never send energyprojectors against him. He simply usestheir energy through the Rod and sends itback. Your best bet is to close the gap,send a powerhouse like me or Wondy toe-to-toe with him, and distract him enough totake his Cosmic toy from him (Waspie orAnt-Man are good choices for taking theCCR away, as Suzie is on our team).Never turn your back on Annihilus, folks.This guy definitely does not fight fair."

    AresAs is his purview, Ares has warred againstthe Avengers on a number of occasions,though only when Hercules has been amember. He truly hates his half-brothersince Hercules is favored by

    Zeus. He also seems to resent Hercules'friendship with the Avengers, since he hasnever had easy alliances. The Greek Godof War is a powerful foe, and Zeus' ban onthe gods interfering with mortals kept himfrom much trouble for years. He recentlycame to Earth and possessed Thor II,seeking to goad Hercules into killing him,and thus gain his revenge by having hisbrother slay a friend. Hercules defeatedAres with help from Crystal and freed Tho

    from Ares' influence. This skirmishendangered a hospital filled with children,and it was all to settle a bet between godsDespite the wealth of mythology on allthese Olympians, the greatest dangerwhen facing them is their caprice.

    Hercules; "Aye, Ares is a foul sort, and isoft scheming to gain power or simply tocause ill. Though the Prince of Power isno stranger to combat, Ares' way to trickthose around him to war is a dishonorableuse for the gift of battle. His most recentforay didst occur at a hospice for sicklyyounglings, a most ill-suited setting forproper battle, though splendid, methinks,for my brother's maddening schemes. Hehath always underestimated Hercules, butnot I him. Nay, the Lion of Olympus is evewatchful of Ares' plans."

    ArkonArkon is the warlord and Imperion of theworld of Polemachus. Though theAvengers helped save his world in our firsmeeting, his rash temper and often badadvice from his advisors continuallyplaced us at odds with the powerfulwarrior of another world. His lightning boltsare magical artifacts that seem the most

    potent weapons of that world and allowArkon to electrocute, disintegrate, orteleport his foes. His most recent forayagainst the Avengers had him kidnap andcontrol some of the Avengers West Coastand the Fantastic Four, planning to usethem in his army to invade Thundra'sworld. After breaking the mind control,

    AVENGERS ROGUES GALLERY

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    the Avengers simply watched as Arkonand Thundra fell in love and ended thehostilities. Arkon was last seen onThundra's world, but he can teleportanywhere he wishes, so his exact locationis unknown.

    Wonder Man: "Arkon, while being arepeated foe of the Avengers, seems littlemore than an extradimensional bully. He'sall bluster and posture with just enoughpower to make his threats believable. He's

    also not the brightest. Whenever he needsallies for his causes, he kidnaps peopleand forces them to be on his side (it'shappened to the Avengers twice!) insteadof asking for help. His pride is his greatestobstacle since it often feeds his enormoustemper when people don't take him asseriously as he wishes. He came to L.A. afew months back simply to complain aboutthe movies we made here on Earth abouthim. Everybody's a critic! I spoke to thestudios about stopping the production onARKON V (something about Polemachusbeing invaded by a wizard who looks likeAnnihilus), but they wouldn't abandonsuch a lucrative license. Well, when Arkoncomes back to Earth, we'll just have todeal with him and Thundra too, I suppose.Can't really hate him though. ARKON IIwas my biggest movie gig ever!"

    AttumaAttuma is a barbarian Atlantean whosought for years to conquer the city ofAtlantis by force. Attuma's first encounterwith the Avengers failed because of analliance of Dr. Doom and the heroes.Attuma later gained the throne of Atlantisand attacked the surface world only to be

    repelled by the Avengers and otherheroes.Namor: "This barbarian has been a

    constant thorn in my side for years,whether I ruled the coral spires of Atlantisor not. He is quite powerful, and is alwaysbacked by equally powerful allies or hisown army. Though I have ceded the

    throne to him, he has still incurred theundying wrath of the Avenging Son for hishand in the deaths of both of my wives.Currently, Attuma seems content to stay inAtlantis, but his temper rarely allows himpeace for long. Witness his actions withthe Avengers and Alpha Flight with theBritish submarine Northwind. He claimedhe was protecting his territory, though Iknow be was simply spoiling for a brawl.His dull wit and lack of honor will cause

    him to lose future fights he starts. Aboveall, never trust this blue-skinnedbarbarian."

    Baron ZemoThe two men who claimed this title have

    been the most implacable foes of the teambecause of their creation of the originaland most recent Masters of Evil supervillain teams. Neither of them has anypowers other than evil cunning, but that'smore than enough.

    The first Baron Zemo was a Naziscientist responsible for the creation ofAdhesive X, a glue that bonded itemstogether permanently. Captain Americadestroyed the supply of Adhesive X, butsome spilled on the Nazi, gluing his hoodto his face. Years later, Zemo's hatred forthe Captain caused him to attack theAvengers with his own allies, the Mastersof Evil. After a number of skirmishes,Baron Zemo was killed in a rockslide

    caused by his own gun while he wasfighting Captain America.

    The second Baron Zemo was the son ofthe original, and he was power-mad andinsane like his father. Younger andstronger and just as intelligent, BaronZemo II sought revenge on CaptainAmerica for his father's death. As he hadrecreated his father's inventions (andmade a few of his own), he recreated theMasters of Evil in their most powerfulincarnation yet. The fourth Masters teamconsisted of 17 super villains and was byfar the most successful in reaching itsgoals of defeating the Avengers. Thoughovercome eventually, Zemo and his teamdestroyed the Manhattan mansion,temporarily neutralized the entire team,and severely injured the Black Knight,Jarvis, and even Hercules! Baron Zemo IIis currently at large.

    Captain America: "Aside from the RedSkull, who rarely has the temerity tochallenge the Avengers, the Barons Zemohave been my most ruthless foes sincethe war. Zemo's son thought he dealt mehis cruelest hand with his destruction ofmy personal mementos and AvengersMansion. Zemo the elder destroyed

    something far more preciousthe life ofmy partner, Bucky. Their Masters of Evilteam is the single greatest threat to theAvengers, however, and must be carefullyguarded against. Despite all their hatred ome, the elder Zemo is dead and his sondeserves only pity for his madness instriving to attain the evils of his Nazi sire."

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    BeetleThe Beetle has been a foe of theAvengers for quite a while, though recentyears have seen him become moremercenary in his activities. He now onlyrarely fights more than one hero. Hisstandard foes seem to be Iron Man orSpider-Man. Iron Man also informs us thatthe Beetle is connected to Justin Hammer,a seemingly-honest businessman whosponsors many super villains. The Beetle's

    insect-like armor allows him to fly, walk onwalls, emit power blasts, and it alsoenhances his strength. He has faced theAvengers only as a pawn, first under thecommand of the Collector and later as amember of the third Masters of Evil underEgghead. His power is limited andcertainly less than the standards of theAvengers these days, but the Beetle canstill be a dangerous foe to individualheroes.

    Iron Man: "Abner Jenkins, aka theBeetle, has considerable technicalknowledge as is evidenced by his armor.Unfortunately, he chose to apply thatknowledge to crime. My frequent battlesagainst the Beetle have revealed anumber of his tactics as well as someweaknesses. Given enough data and timeagainst a specific opponent, his suit'scomputer can predict his foe's strategiesand move the Beetle armor intoappropriate counter-measures. Also, hisingenious microwave power generatorallows him to be tracked with somepreparation. The microwave feed disruptsand distorts nearby television reception.By tracking television signal relays andchecking for changes in the patterns, the

    Beetle can be found quickly. The Beetle ismost vulnerable after using his electro-blasts since all other systems aretemporarily frozen because of powerdrain. He's also vulnerable in flightbecause his back plates are open,exposing wing apparatus. His wings alsotheoretically might fold up on him ifexposed to a certain level of electricalcharge."

    Black Knight IINathan Garrett was a successful researchscientist, but he was also a spy for theChinese Communists. He was arrested forhis spy activities by Giant-Man I andswore revenge. He developed advancedweapons and a genetically-altered horsewith wings, returning to fight Giant-Manand the Avengers as the Black Knight.After a pitched battle with Iron Man, hewas gravely wounded by a fall from his

    horse. Before he died, he repented hiscriminal ways and willed all his technologyto his nephew, Dane Whitman, to restoreand carry on the heroic tradition of theBlack Knight.

    Black Knight: "My uncle, Nathan Garrett,was many thingsscientist, spy,criminalbut be was also family. I'vestriven to remove the taint to the name ofthe Black Knight both through my workwith the Avengers and by scientific worksderived from his old research. His oldpower-lance was a marvel in miniaturizedenergy cells and circuitry, the basics ofwhich I adapted for use in portabletelephones and appliances. We're also inthe preliminary stages of using his genetictechniques to grow natural skin for burnvictims. We both managed to grow wingson horses, so this work should bemanageable. In these ways, my uncle canmake up for his crimes as the secondBlack Knight. He was one of the Mastersof Evil, but I hope his research will see himremembered for the good his work is nowable to do"

    Black TalonAn infrequent though no less deadly foe,

    the Black Talon is a houngan, a voodoopriest with inexplicable powers to animatedead corpses. His few battles with theAvengers have involved Wonder Man. Infact, it was the Black Talon's summoningthat roused Simon from his coma andrestored him to life. After his last defeat bythe West Coast Avengers,

    Black Talon escaped and is currently atlarge. The local authorities in New Orleanshave been notified but, given the localbeliefs in voodoo, it may be months beforeanyone dares to uncover his lair.

    Wonder Man: "Black Talon's strength isgreatest within the context of New Orleansor Haiti, or other places where voodoo ismore widely believed. While I have asmuch respect for his powers as any othervillain, our only danger from him away

    from his home turf and his worshippers ishis ever-present army of zombies. Hecertainly won't scare anyone with hiscostume. Yeah, I've been told it's a symboof him being the incarnation of somevoodoo god, but he dresses up as a blackrooster. How seriously can we take that?"

    Blank, TheThis unknown thief stole a device thatcreates a frictionless force field that alsoobscures the features of the figurewearing it. His success as a thief rose withthe force field, and he made a minorreputation for himself. When he teamed upwith Graviton, however, he was out of hisdepth. He was apparently killed by hisformer ally for irritating him too much. TheBlank was thrown out to sea with Tigraand the Shroud on the first major case ofthe West Coast Avengers. Tigra saved theShroud, but the Blank was never found.He apparently drowned in the undertow.

    Hawkeye: "Ill say this. The Blank's thebest example of what desperation can do.By sheer luck and a bit of desperate panicthis two-bit thief managed to hold off fiveAvengers and blow up a gas station whiledoing it. He may not want to rule the

    world, but he is too easilyunderestimated."

    BlastaarBlastaar, also known as the Living Bomb-Burst, was first encountered by theFantastic Four. He has only crossed thepaths of the Avengers twice, but both

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    times he proved himself incrediblydangerous, powerful, and cunning. Hiskinetic blasts can match the force of IronMan's repulsors and Blastaar has learnedother uses for them, including flight anddefense. More than any of our foes sinceGraviton, Blastaar indulges in destructionand mayhem simply because he has thepower to do so. After a displaced batch ofEarth's Eternals saved his life, Blastaarattacked and temporarily destroyed their

    bodies (believing them killed) as a way "toshow his thanks." Blastaar is currently onEarth in the city of Olympia, the displacedGreek dwelling of the Eternals, and he isunder constant guard by the mutantsKarkas and Reject.

    Thor: "Verily, Blastaar is a powerful foe,though a being sorely lacking in honor. Hebe not a worthy foe for the Son of Odin norfor mine allies, the Avengers. Blastaar'sbestial visage matches his fury and rage inbattle, but his cunning is that of a troll. Intruth, he is a coward, fighting only whenhe doth carry the strength of advantage.He hath held his own against mine ownstrength as well as that of Namor's and theShe-Hulk. Henceforth, ally, respectBlastaar not, but respect Blastaar's powerelse thee will meet thine undoing."

    Blood BrothersThe Blood Brothers were discovered byIron Man and the Thing during Thanos'first major gambit against Earth. Theirpower lies in a symbiotic field designed toincrease the alien beings' strength andendurance in direct proportion to theirproximity to each other. Because of themeddling of the United States government

    with an abandoned base of Thanos' inArizona, the Blood Brothers were freed butwere quickly detained by the Avengers.Quasar exiled the two brothers to Marsmonths later, and it is assumed they poseno immediate threat to Earth for quite awhile.

    Starfox: "Only my mad brother Thanoswould ever conceive of using thesemonsters as henchmen. Their symbioticstrength makes them a formidable pair,both with an upper range of strength tomatch Iron Man or Namor. They are dull-witted and can generally be forced awayfrom each other by anyone with enoughfortitude to do so."

    Brain Child

    Brain Child is the alias of a boy namedArnold Sutton who lives on the SquadronSupreme's Earth. An intuitive geniusmanipulated into inventing weapons forthe military, his power manifested as hisbrain grew to huge proportions, resultingin his nickname. Brain Child moved to anisolated island lab, where he seemed togo mad. His Brain Child One rocket wouldcause the sun of the Squadron's Earth togo super-nova simply because he wantedto give himself a grand birthday presentfor his tenth birthday, which was thedestruction of the world! Only theintervention of the Squadron Supreme andfour Avengers (Goliath II, Quicksilver,Scarlet Witch, and Vision) saved theplanet. Dr. Spectrum cured the boy'shypertrophied brain, apparently makinghim a normal child. It is unknown whetherBrain Child's intellect has returned, but heis in his early teens by now, a prime timefor mutations to emerge or return.

    Scarlet Witch: "It seems cruel thathumans, no matter which Earth they mightreside upon, cannot accept mutants aspeople without reservations. Brain Childwas simply a young boy whose mutationcaused him to become a social outcast.

    Unfortunately, the military used him asmuch as they wanted. Brain Child's malicecame from being lonely and unaccepted,but we cannot ignore his power havingsome effect. Arthur was allegedly 'cured'at age ten, but I, of course, know thatmutant powers are hard to inhibit or'cure.'"

    BrethrenThe Brethren are a humanoid race createdby the Celestials from viruses. TheBrethren were used by the Celestials asexecutioners of planets deemed unworthyof life. Virtually unstoppable and incrediblypowerful, most of the Brethren wore battlearmor of varied sizes and weaponry, and afew could generate ocular energy beams.As well, the entire host could enter aberserker fury and more efficiently destroy

    entire civilizations.The Brethren recently came to Earth

    unwittingly as part of a plan to addhumanity to the menagerie of theCollector. After the Collector revealed hisplan and destroyed many of the Brethren,Thane Ector, the leader of the Brethren,was able to summon his peopleunexpectedly into the Uni-Mind with theaid of Sersi. The Uni-Mind grabbed theCollector and both then exploded in ablaze of light. The strain of summoning theUni-Mind proved too great for Ector andhe died knowing healing instead of killing.In the end, the Brethren became the noblerace which Ector had always dreamedthey could be.

    Little evidence is now left of the Brethrenas all of the race appears dead. However,it is likely that such a lifeform may havesurvived collected in smaller sects in thegreater universe. There are, after all, anumber of different sects of Eternals, sowhy not their opposite numbers?

    Sersi: "The Brethren are amongst themost pernicious and brutal foes I haveever encountered in all my millennia. Theibase origins initially disgusted me, buttheir final absolution in the form of the Uni

    Mind redeemed them at least in myEternal sight. All those Brethren whovisited Earth have now passed on. Despitetheir great power and their final merginginto the Uni-Mind, their wastefulexpenditures of energy made them lesshearty and easier to destroy than Earth's

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    Eternals. I have no doubt that there maybe other Brethren out among the stars, asthe Celestials rarely do things singularly,though I doubt I shall ever find as noble asoul among them as Thane Ector."

    CollectorThis Elder of the Universe has been athorn in the side of the Avengers since thebeginning. For years, however, he wasplaying a lesser role, leading many to

    believe him a semi-benevolent being orsimply a doddering old fossil. Our latestforay against him showed him to be nearlyas powerful as such galactic beings as theStranger. Given his newly revealedpowers and taste for malice, the Collectoris to be approached with utmost caution.He was apparently blown apart by theBrethren Uni-Mind, but he has come backfrom the dead on two separate occasions.Given his newly-revealed powers, theAvengers must watch out for this oft-underestimated foe.

    Quasar: "In my short time as Protector ofthe Universe, I have met some of the mostpowerful beings in the multiverse. Mylimited contact with these beings,especially the Watchers and the Stranger,showed that nearly everyone who had metthe Collector in the past was fooled by hisrole of the old doddering Elder. Not oneWatcherand I've talked with over five ofthem personallyhad ever witnessedsuch a display of power from TaneleerTivan in his many millennia. Apparently,the Avengers were the first beings inhistory to taste the true power of theCollector, or at least, the first to survive it.All the cosmic beings are watching him

    much more closely now, awaiting someshift in power among the greater beings inthis universe. All I know is that theAvengers and I will be there to stop him ifhe visits Earth again."

    Count NefariaCount Luchino Nefaria was a head of theEuropean Maggia and caused difficultiesas such, even causing the first lineup ofthe Avengers to be branded traitors to theUnited States for a time. Years later, hereturned for revenge on the team forearlier defeats, but this time he wasempowered with the greatly-enhancedpowers of the Living Laser, the originalPower Man, and the Whirlwind. He

    managed to defeat the Avengers single-handedly, until the last-minute interventionof Iron Man and Thor. Nefaria's power alsocaused him to age at an accelerated rate.His great powers did not save him fromdeath, but only brought him there quicker.Thor: "Verily, this Count Nefaria was one

    of Midgard's most powerful denizens for ashort time. Yea, he didst wield the powerof a god. 'Twas the workings of the Skald,the Fates, that this foe of the mightyAvengers didst not gain the bodily fortitudeof the gods and thus perished by his ownpower. 'Tis fitting when unworthy mortalsseek paths of power."

    Crimson DynamoThe Crimson Dynamo was a perennial foeof the Avengers, and most especially IronMan. At least six men, all members of theKGB, have worn the armor in its manymodels, and an unknown seventh may bewearing it now as a member of theSupreme Soviets. His armor is on par withIron Man's, though it does not have asmuch specialized equipment beyondweapons systems save its reductionmatrix that allows the wearer to collapsethe armor into a credit card. Except for the

    Soviet inventor Anton Vanko, the armor-wearers may not be proficient enough tofix or adapt it themselves. The currentDynamo armor, as reported by Dr.Banner, is on a par with the offensivesystems of Iron Man's old Mark VI armor.Regardless of the current wearer, beprepared to battle a state-of-the-art

    walking tank with the know-how to use itsweapons effectively.

    Iron Man: "The Crimson Dynamo hasalways been my enemy, regardless of whowears the armor. From the first, the SovietKGB wanted my Iron Man suits for theirown purposes, and sent agents over asthe Dynamo to procure them. TheCrimson Dynamo's armor is limited tobasic defenses and a few offensivesystems. The difficulty with the Dynamo

    was outwitting the crafty KGB minds incontrol of the armor as well as any alliesthey might have brought along. Thecurrent status of the Dynamo and theSupreme Soviets is unknown with therecent collapse of the Soviet Union andthe KGB, though there are at least twoworking suits of armor and two otherdamaged and older suits in Russia."

    CrusaderArthur Blackwood believed himself aCrusader reincarnate and he battled Thorwith a magical sword and armor"bequeathed to [him] by his Crusadingancestor to fight against the pagans."When he lost, he apparently suffered abreakdown. He recently reemerged intothe public eye when he attempted to slaya Muslim dignitary. This murder attemptwas stopped by the Black Knight. Arthurnow resides at a mental hospital thathopes to restore his sanity and to preventhis further rampages in the name ofreligion.

    Black Knight: "The Crusader is one of thesadder figures I've met in this century. Likemany people, he confused the intent of theCrusades with the facts. His beliefs in the

    'noble' actions of the Crusades contradictwhat I know of the horrors and atrocities othose 'holy' wars. He is currently under adoctor's care, and I hope that his sanityand religious faith can be restored. I alsohope that Arthur learns tolerance of otherreligions, for to not accept another'sdifferences is what keeps us from attainingthe peace held so highly by mostreligions."

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    DeathbirdOriginally, this woman was considered anEarth super villainess. She was laterrevealed as the elder sister of theNeramani clan of Chandilar. Sheeventually claimed the throne of the Shi'arImperium, despite her wings and claws,signs of genetic throwback to her avianforebears. Deathbird soon abdicated herthrone to Lilandra, and she currently hasbeen named regent leader of Hala and the

    fallen Kree Empire. This highly trainedkiller leads the Starforce and is nowpulling together the ruins of an empire,rebuilding Hala slowly as part of the Shi'arImperium. A recent loss of her wings anda change in her appearance has yet to beexplained.

    Ms. Marvel: "Deathbird is one of my mosttenacious foes, not to mention one of themost vicious. Her wings allow her silentflight and her pinions and claws are deadlywhen combined with her natural speed.Deal with her at long distances if possible,though her javelins (carried in smallersizes on her arm bands) allow her apowerful energy blast strong enough toshatter steel."

    Binary: "In the few short years I've spentin space with the Starjammers, I learnedthat Deathbird's wings were a result ofgenetic regression. This 'regressed'woman managed, through treachery andan alliance with the Brood, to take theShi'ar throne for more than a year. Herreasons for abdicating earlier this year areunknown, but I don't plan on visiting her onHala to ask. Despite our new knowledgeof her regal background, I still find thewoman far too cruel, capricious, and

    untrustworthy."

    Doctor DemonicusDr. Douglas Birely, aka Dr. Demonicus,tried to gain powers by exposure to aradioactive meteor he called the LifeStone. But all he gained was cancer. Helater constructed his armor to keep hiscancer in remission. With his Life Stone,

    he can manipulate genetic structures ofpeople and creatures to use in hisschemes. Now, after the raising ofDemonica, his plans for his new nation areunknown, and the nature of his new usesfor the Life Stone's radiations is alsounknown.

    Living Lightning: "The Doc struck me asthe type to get into power, even if he didn'thave it himself. When you 're dealing withthis ugly hombre, take him out first. He's

    the linchpin of any plans and it makes hisflunkies easier to fight. While I was withthe Overlords, I never saw him use anypowers. The others all seemed to toe theline out of fear, except Kuroku, whoseemed to be afraid of him and in lovewith him too."

    Doctor DoomUndoubtedly the most fearsome foe of thecollected heroes of Earth, Doctor VictorVon Doom is the most dangerous mortalin our current time. His obsessive intellecthis knowledge of both science and magic,as well as his powerful armor andmultitude of robots make him an enemyone cannot afford to underestimate. Aboveall, his rulership of the country of Latveriamakes him difficult to apprehend because

    of diplomatic immunity.Mr. Fantastic: "In all my years of dealing

    with Victor, I have discovered only a fewconstants. His ego and his belief in hisown intellectual superiority are nearlyinsurmountable. This need to be superiorhas bred in him an utter hatred of me and,to a lesser degree, my colleagues in theFantastic Four and the Avengers. InVictor's eyes, everything he does is good,since what is good for him should be goodfor everyone. To even hope to win againstDr. Doom, you must find a way to use hisarrogance and his pride against him. Heoften underestimates intelligence in hisfoes, so you would be advised to thinkabout his traps, not react to them. Toanger him is futile, unless you cause himto lose face before his people. Above all,Doom has his pride and his honor. If hegives you his word, he will observe hispromise to the letter, so be certain youunderstand exactly what he is promising.Only Mephisto is better at twisting thewords of a promise than Victor VonDoom."

    Scarlet Witch: "In a recent talk with Dr.Strange, he mentioned that Doom'smother had been freed from the clutches

    of Mephisto by his alliance with Doom. Inthe future, we should expect much moremagic ability from Doom than in the past."

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    DominusThough he appeared as a humanoid form,this was simply an advanced robotcontaining the intelligence of a massivesentient computer complex. Its objectivewas to enslave entire planetarypopulations for domination by the Quistrace. The Dominus complex's first attemptto dominate Earth was stopped byProfessor Charles Xavier and his originalX-Men. The attendant robot called itself

    Lucifer, and its defeat set back thecomputer's plans for years. Dominus wasfully operational recently

    and mounted its primary plan. Despitebeing scattered through the past, the WestCoast Avengers defeated him, causing thecore of the Dominus computer to flee intospace. The complex apparently wasdestroyed in the resulting cave-in, alongwith all of Dominus' clone minions, Butte,Cactus, and Gila.

    Iron Man: "Dominus was one of thetoughest villains the Avengers West Coasthas faced. If not for Hank Pym's return to

    the Avengers, as well as allies like Espiritaand Moon Knight, the team would neverhave escaped the past. That infernal

    machine would have conquered the planetif it weren't for Moon Knight's multiplepersonalities. The Dominus complex wasapparently destroyed in the cave-in fromits blastoff into space. Past experiencehas shown me and this team we should besure things are destroyed or disposed of.Avengers West will have to sort throughthe debris to see if some technology mighbe excavated in the future to keep it out ofenemy or government hands."

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    Dragon ManThe Dragon Man android was created byDr. Gregson Gilbert at State University.With Diablo's intervention, the DragonMan was given a semblance of life andwas under Diablo's control. When notunder the control of Diablo or some othercriminal, Dragon Man has the functionalintellectual equivalent of a domesticateddog. Dragon Man has always beensusceptible to external control, and his

    formidable abilities (flame breath, armoredhide, great strength, club-like tail) make ithard for any opponent to forget that itoften acts not of its own accord.

    Invisible Woman: "Dragon Man is a tragicexperiment gone awry. The android, givenproper treatment and care, might developmore of a will of its own. It hasrudimentary memory capacities, as it hasrecognized me on a number of occasionsas a friend. When battling the DragonMan, do every thing possible to calm itdown while also searching for any externalstimuli that might be possible for itsactions. If acting on its own, it is acting onbasic impulses, from searching for food toprotecting its current den. Despite itspower, conditions can be set where a calmperson can handle Dragon Man as easilyas a dog."

    DreadnoughtsThese battle robots were created byHYDRA for use against S.H.I.E.L.D. TheMaggia also created more Dreadnoughtsthat have attacked various Avengers in thepast. Their weapons systems include coldand fire attacks, projectile spikes,electrical touch attacks, and gamma-ray

    eye beams. These weapons combinedwith the heavy armor of the robots makesthem quite formidable. Spider-Manreported an encounter recently with anadvanced series ("Dreadnought 2000"),though he has yet to file a detailedaccount on this new model.

    Iron Man: "The Dreadnoughts aredangerous opponents, but even more sobecause of their numbers and pre-programmed teamwork. Their sheerindividual power is formidable, but theDreadnoughts are usually dispatched intrios, making them much more dangerous.The best way to dispatch them is toscramble their internal programs withexternal signals. If this option is notavailable, focus on detaching their heads

    and removing their internal circuitry. Theirarmor is built to take cannon shells withouta scratch, so use teamwork and focusmultiple attacks on one point to weakenthe armor's effectiveness."

    Dreaming Celestial, TheLittle is known about this being, exceptthat he is buried under the DiabloMountains and that he yearns to be free.He was imprisoned in total immobility bythe Second Host of the Celestials as atraitor, though his actual crime isunknown. He was released by Ghaur andanimated, though the West CoastAvengers and the Eternal Uni-Minddefeated Ghaur and recaptured theDreaming Celestial in his prison.

    Sersi: "Many are the mysteries of theCelestials, and none are more mysteriousthan the Dreaming Celestial. He isimmobile in his prison, and can only bereleased by a pawn with possession of avial from the Pyramid of Winds thatcontains his Celestial energies. Oncefreed, though, he controls his pawn utterlyand does as he wishes. We were lucky tostop him once with my fellow Eternals andAvengers and the Uni-Mind. If he were to

    escape again, the full might of theCelestials could be brought to bear on thisall-too-fragile planet and even we Eternalsmight fear death on that day."

    EggheadElihas Starr, a former scientist, wasbranded a criminal for stealing classifiedplans and attempting to sell them. Fromthat time, his life turned to crime, and hesoon became the arch-enemy of Dr. HenryPym in all his heroic guises. During hislast foray against the Avengers he formedthe third Masters of Evil and he coercedHenry Pym into stealing Adamantium forhis schemes. After his Masters of Evil

    were defeated by Henry Pym, Eggheadattempted to shoot Pym in the back. WhenHawkeye shot an arrow into Egghead'senergy pistol, the energy backlash killedEgghead.

    Dr. Pym: "It is pitiful that such a brilliantmind as Egghead's was geared towardcrime. Though I hated the man for hiscountless crimes and his personalvendetta against me. I have to admit abegrudging respect for his intelligence. Inever defeated him through sheerintellect, but through his pride. He, likeDoom and so many others,underestimated the minds of others andthe values of teamwork. He also neverunderstood the idea of friends helping anally. His need for control led him to believethat everyone had to command to getwhat they wanted. My ant friends and Idefeated him as he never quiteunderstood that ours was an alliance andfriendship, not a commander/troopsituation. I regret his accidental death, butbe may have now found the peace that soeluded him here."

    EnchantressAmora the Enchantress is one of the

    Avengers' oldest foes. Her Asgardianmagics and her "eldritch kiss" have mademuch trouble for the Avengers in the past.After all these years however, we are notso easily fooled and her most recent forayagainst us failed because of thepreparedness of Wonder Man and theAvengers West Coast. She is a crafty

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    and vengeful opponent, and her spells canbe influencing situations without herimmediate presence. If any male heroesseem under some emotional control, beready for the Enchantress.

    Thor: "Asgardian though she may be,Amora hath spent her millennia in herimmoral pursuits of control over any malesthat suited her. She hath shown a morealtruistic side of late, though she be atmost an opportunist, and shalt worry first

    about her golden tresses above all otherconcerns. Her beauty and her magics canscarce be matched on a mortal level,though her attractions mask a fickle heartthat couldst chill Ymir himself. Watchthinesetves, for if Amora sets her eye onthee, thou shaft inherit naught but peril."

    ExecutionerSkurge, the Executioner, was a member ofthe first Masters of Evil as a partner ofAmora the Enchantress. His years as afoe of Thor and Earth's heroes were dueto his overwhelming devotion to theEnchantress. Years later, Skurge showedhis true warrior's honor by aiding Thor inreleasing many mortal souls trapped inHel. He sacrificed himself to allow Thor,Balder, and the mortal souls to escapeHela's grasp. He now dwells among theheroic dead in Valhalla.

    Thor: "As I hath before stated, theEnchantress can claim men's soul. Nonemore than that of Skurge the Executioner.I felt the touch of his enchanted axe manytimes, though in the end, he gaineth thenobility and honor of a warrior born. Twashis hand that stayed Hel's touch of Helaon many mortals and mineself.

    Henceforth, the name of Skurge wascleansed of all taint gained in league withAmora and he dwells in Odin's favoramong the heroes of Valhalla. I regret theAvengers only met the edge of his axe,and never hadst the chance to gaze uponSkurge's nobility. His sacrifice shalt besung amongst the heavens, a most valianttale that needs be told."

    GhaurGhaur was the priestlord of Lemuria, thetrue power behind the titular ruler of theDeviant City of Toads. His schemes haveseen him raise the Dreaming Celestialfrom his prison and nearly bringdestruction upon the Earth. He also alliedhimself with Llyra and, acting as agents ofSet, reconstructed a gigantic version ofthe Serpent Crown. With this plan, Ghauris responsible for the deaths of hundreds

    of Atlanteans and the near-deaths ofAndromeda, Dagger, Jean Grey, InvisibleWoman, Scarlet Witch, She-Hulk, andStorm. In his final gambit to bring Set toEarth, he probed deep into the SerpentCrown only to release the spirit of Naga,the former emperor of Lemuria and long-time bearer of the Serpent Crown.Trapped in a battle of wills, both Naga andGhaur disappeared, their current locationsunknown.

    Sersi: "Ghaur is one of the most ruthlessDeviants I have ever had the displeasureof meeting. He wields power confidentlyand easily, no matter its extent. Aside fromWarlord Kro, whom I'd trust no farther thanthe length of my fingers, Ghaur is theworst menace the Deviants havegenerated in millennia. He is aconsummate planner, always remainingtwo steps ahead of his foes. Only externalcircumstances and an extreme amount ofluck have allowed us to stop him in thepast. If he reappears, the Avengers mustbe ready for anything. The only thing wecan rely on is some aid from betrayedallies since the criminal capacity forrevenge is great and all we can ever counton Ghaur to do is to abandon his helpers

    when they are no longer useful."

    Goliath IIIEric Josten, a smuggler and mercenary,gained his power from the first BaronZemo's machine that granted Wonder Manhis ionic strength, thanks to theEnchantress. He originally went by thename of Power Man, until he lost the rightto the name in a battle with Luke

    Cage. After a number of years as alackluster pawn of other villains, Jostenhad his strength boosted by Dr. Karl Malusand he was also granted a derivative ofHenry Pym's growth-formula. Now with hissize-changing power and great strength,Goliath is a foe to watch for.

    Wonder Man: "Goliath is one of our mostpowerful foes but he has a fewweaknesses. He has a need for attentionand is envious of others' success and

    fame. He has no real fighting skills, usinghis size and strength in a 'bull-in-a-china-shop' method. He can be maneuvered intousing his size against himself. Your bestbet is to fight him in a setting where hissize won't help him, such as reinforcedenclosures that force him to shrink orwide-open spaces with room to maneuveraerially but nothing around for him to useas a weapon."

    GrandmasterThe Grandmaster is the consummategamesmaster. His entire existence isgeared toward his games. Over the years,the Avengers have become some of hisfavorite pawns, pulled out of our normallives and forced to play in his games forthe fate of Earth or some other incrediblyhigh stake. There is no way to predictwhen or where the Grandmaster's whimwill strike, so prepare for anything when itdoes.

    Hawkeye: "This bozo has yanked usacross time and space so many times Idon't wanna think about it. The trick todealing with him is to find a way to protectwhatever he's threatening, save your skinsfrom the other pawns, and force him to

    play a game on your terms, not his. It ain'teasy, but it can be done. Cap's still sore ame for saving the Earth and the Avengerswith a simple shell game. Hey, we wereagainst the wall and I knew he couldn'tresist the game. Cap just doesn't like that cheated to win. Oh well, better alive andmad than dead."

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    GravitonFranklin Hall gained his gravity powers ina laboratory accident. Since then, hispowers seem to push him closer toinsanity with each encounter. Animplacable and powerful foe, he canmanipulate the forces of gravity at will.Graviton is defeated only if you can catchhim, and keep him, off-guard.

    Wonder Man: "I've faced Graviton everytime he's fought the Avengers, and he is

    one of the toughest to beat. Gratefully, heis also one of the most arrogant. He's sowrapped up in himself that when you pokeholes in his 'infallible' schemes, he quicklyloses control and can be taken out withteamwork. Despite all his power, if he hasto focus on a number of things at once,you can get past his defenses and affecthis all-too-human body with gas or knock-out drugs and get him put into a powerdampener."

    Grey GargoylePaul Pierre Duval is yet another scientificmind gone bad. His accidental creation ofhis petrification formula led him to becomethe Grey Gargoyle and seek the secret ofimmortality from Thor. Duval rarely allieshimself with others, but he was a part ofthe fourth Masters of Evil until caught bythe Black Knight, Paladin, and the Wasp.

    Dr. Pym: "Paul Duval has one of themost intriguing biochemical structures thatI've ever studied. He is our only closecontact with what could be deemed asinorganic life. His touch paralyzes othersby turning them to stone, but Duval'sgenetic makeup (or its alteration withexposure to the formula) allows him

    mobility and function while remaininginorganic. The Black Knight recentlyproved that specific energy charges cancause him to revert to human form. Unlessheroes can cause him to change, theirbest bet is to limit his movement andprevent his right hand from touchinganything."

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    Grim Reaper, TheEric Williams is the older brother of SimonWilliams aka Wonder Man. For years, heblamed the Avengers for the apparentdeath of his brother and became the GrimReaper for revenge. He died over a yearago, but was resurrected by Nekra withvoodoo magic. Now utterly ruthless, theGrim Reaper's expanded powers allowhim to absorb life force through his scythe.In fact, he must absorb the life of one

    human a day to remain animate.The East Coast Avengers have recently

    had an encounter with the Reaper and anew Legion of the Unliving. Apparently,Eric has now studied magic anddeveloped some awful powers such asteleportation, the skill to tear opendimensional walls, and the ability to killand absorb life forces in a wider field. Allthis has dehumanized Eric even more.

    Vision: "The Grim Reaper sought mydestruction constantly as he saw me, withmy brain patterned after his believed-deadbrother, as a mockery of Simon Williams.His schemes drove him to his death,though he has attempted to shift theblame