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Roy & Dann Thomas (writers), Dave Ross (penciler), Tim Dzon (inker), Bob Sharen (colorist), Joe Rosen (letterer), Nelson Yomtov (editor), Tom DeFalco (editor-in-chief)
At Project Pegasus, the Earth team of Avengers - USAgent, Spider-Woman, Mockingbird, She-Hulk, the Falcon, Gilgamesh, Hank Pym and the Wasp - are getting angry. USAgent, in particular. He and She-Hulk argue about various things, and prepare to fight each other, until Mockingbird accompanies USAgent to relieve the Falcon from guard duty, like they were supposed to. They check on their prisoners - Dr Minerva, Captain Atlas, Warstar and some Shi’ar officers, before USAgent reveals to Mockingbird that he has had a thing for her from the first time they met, and that it was he who gave her the one vote recently, because he figured that if she couldn’t do much, she at least improves the scenery. This angers Mockingbird, who attacks USAgent, but before long, they are confronted by Nightside of the Imperial Guard, who engulfs them in darkness and attacks them. With her teammate Scintilla, they free Warstar and the Shi’ar officers. She-Hulk decides she should go and settle things with USAgent, and finds he and Mockingbird out cold. She is attacked by Warstar, but manages to rally the other Avengers. Falcon deals with the Shi’ar officers, while Wasp confronts Scintilla, only she is defeated, as is Hank, who is easily taken out by Nightside, however Spider-Woman deals to Nightside, and She-Hulk and Gilgamesh take down Warstar. As the battle rages, Captain Atlas and Doctor Minerva find themselves freed. Atlas is still weary, but Dr Minerva seems fine, and she leads Atlas in their escape plan, to a Shi‘ar ship which she claims she learned the Shi‘ar had summoned here. The Avengers soon realize that the Kree have escaped, and everyone starts to track them, save for Mockingbird, who gets the thankless task of remaining behind. But with everyone else gone, Mockingbird makes a surprising discovery. The Avengers discover the Kree escaping in the Shi’ar vessel, and USAgent makes a daring attempt to cling to the vessel, but it gets to high and he is thrown back towards Earth, where Spider-Woman and She-Hulk help stop his fall. In the Shi’ar vessel, Atlas tries to kiss Minerva, but she is not interested. They soon reach a massive Shi’ar star cruiser, and dock in the vessel. Atlas assumes that the Kree captured the vessel, but inside, is confronted by members of the Imperial Guard - and Minerva is revealed to actually be the shape shifting Hobgoblin. Atlas is then captured, and the Nega-Bands removed from his possession. At Project Pegasus, the Avengers return to find Mockingbird has captured the real Dr Minerva, who explains that Hobgoblin replaced her during the melee earlier. Minerva uses her mind-link with Atlas to locate him on the Shi’ar vessel, and she reports to the Avengers that the vessel is making its way to Earth’s sun. She-Hulk contacts Quasar to let him know the star cruiser is headed his way, and before long, it arrives, and Quasar and his companion, Her, are forced to confront two of the Imperial Guard, who keep them occupied as the Shi’ar continue on towards the sun.
‘You heard me! I said let’s step outside and settle this right now - and may the best man win!’ John Walker a.k.a. the USAgent booms as he and several other Avengers stand around in a high-tech room. ‘Hard to see how, Jan - but USAgent seems to have forgotten that the She-Hulk is a woman’ Dr Hank Pym remarks to Janet van Dyne a.k.a. the Wasp, who remarks that if USAgent doesn’t watch his step, She-Hulk is liable to prove that she is the better man. Julia “Spider-Woman” Carpenter of the Avengers West Coast is standing away from the currently inactive Hank Pym and Wasp, and asks Gilgamesh the Forgotten One, who is also currently inactive as an Avenger, whether there is always this kind of friction between the East and West Coast members.
‘I fear I would not know. I was a full Avenger for only a short time’ Gilgamesh replies quietly, while She-Hulk a.k.a. Jennifer Walters, also currently inactive as an Avenger, asks ‘What’s your problem, steroids-for-brains?’ and points out that all she said was that she can’t speak for the rest of the Avengers reservists, but that she has had it up to here with him griping about how Hawkeye bumped him from the space mission the others left on. ‘I’ve got a few light years under my belt, too, but you don’t hear me bellyaching about minding the store’ She-Hulk points out as she presses a finger to USAgent’s chest. ‘If I had that belly under my belt, I’d keep my mouth shut, too’ USAgent tells She-Hulk, which causes Avengers West Coast reservist Bobbi Morse-Barton a.k.a. Mockingbird to ask ‘Do you want to hit him, Jennifer, or should I?’
‘That did it! Here’s where you get an eye as black as your outfit!’ an angry She-Hulk shouts as she raises a fist. ‘Don’t try it, lady. I’ve never hit a woman in my life, but in your case -’ Walker begins, until Pym and the Wasp step in between them. ‘All right, you two - this has gone far enough!’ the Wasp exclaims, causing She-Hulk to ask her whose side she is on. ‘We’re all on the same side, remember?’ Hank Pym points out as he holds USAgent back, asking why “Ms Green Jeans” isn’t on guard duty like she is supposed to be. ‘Because you and Mockingbird were supposed to relieve the Falcon and me five minutes ago, and you didn’t show, that’s why!’ She-Hulk exclaims.
‘Hey, you know - you’re actually right, for once!’ USAgent remarks, claiming that his watch must have stopped, he tells Bobbi to come along, as they have to stand their watch. ‘There was a switch in the guard duty roster? Why doesn’t somebody tell me these things?’ Mockingbird mutters. ‘Well, I’ll be a -’ She-Hulk begins as she watches Walker and Bobbi leave the room. Giglamesh turns to Spider-Woman and tells her that now he has a question for her, as he asks if USAgent is always that obnoxious. ‘Nah! You caught him on one of his good days!’ Julia exclaims.
A few corridors away, ‘I really tossed her a curve that time, didn’t I?’ USAgent exclaims, while Mockingbird just replies that she is more concerned about pulling her weight among so many super-powered types. ‘What kept you two?’ Sam Wilson a.k.a. Falcon, another inactive Avenger enquires. ‘Sorry, Falcon, we -’ Mockingbird begins, but USAgent interrupts, and asks ‘What’s the big idea of siccing the jolly green giantess on us?’ Falcon replies that going after him was She-Hulk’s idea, as he thought they shouldn’t abandon their posts, no matter what. ‘Good man’ Walker declares as he and Bobbi continue on into another room.
‘Maybe I had him down wrong’ USAgent remarks, while telling Mockingbird that it galls him to pull guard duty here at Project Pegasus while her husband is off playing space cadet. ‘My estranged husband, Agent’ Bobbi reminds Walker, before pointing out that somebody has to watch the Shi’ar and Kree that the others captured. ‘Yeah, well, it doesn’t have to be me’ Walker mutters, before asking Mockingbird how her prisoners are doing. Mockingbird reports that Warstar and the Shi’ar crewmen are all present and accounted for as she looks at the stasis tubes they are placed in, before asking Walker how the Kree are. ‘Doorstops - same as they’ve been ever since we got here’ Walker replies, while commenting on their names - “Captain Atlas” and “Dr Minerva”. ‘The Kree must draw their names out of a hat!’ Walker exclaims.
Mockingbird points out that what counts is they have to hold them against all comers, for questioning. ‘Who says anybody’s gonna try to rescue them?’ Walker asks. ‘We’ve just got to be ready, that’s all’ Mockingbird tells him, before yawning and rubbing her head, remarking that it isn’t as easy as it sounds. ‘If I look half as tired as I feel…’ Mockingbird begins, but Walker tells her that she looks great. ‘I do? Thanks’ Bobbi tells Walker, remarking that Hawkeye always said she looked like death warmed over when she was sleepy. ‘Hawkeye’s a well-known jerk’ Walker replies, before revealing to Bobbi that he has had this thing for her ever since the first time he saw her - that day they voted on who’d be the regular and reservists.
‘Say - you wouldn’t by any chance by the one Avenger who voted for me, would you?’ Bobbi asks. ‘That’s me’ Walker smiles. ‘Thanks again, I really needed that…’ Bobbi replies. ‘Hey, I figured - even if you can’t really do all that much, you’d sure improve the scenery’ Walker explains. Mockingbird looks less than impressed, and she throws Walker over her shoulder. ‘WHA -?’ Walker exclaims. Mockingbird crouches down beside him and suggests that next time he doesn’t tell even a reserve Avenger that she is just being tolerated for her looks. ‘She might think you’re only coming on to her because you like to bug her husband’ Mockingbird adds. Walker is speechless, so Bobbi asks him if catatonia has got his tongue. ‘Behind you -’ Walker begins.
Mockingbird spins around, ‘Who in blazes is that?’ Walker asks. ‘Five’ll give you ten she’s either Kree or Shi’ar!’ Mockingbird declares as the scantily-clad blue-skinned woman approaches them. ‘That’s a sucker bet’ Walker tells Mockingbird, while calling out to the woman and telling her to stay right where she is. ‘My name in your primitive tongue would be…Nightside’ the alien announces, before asking ‘Does that give you a hint what my special power is?’, and she engulfs the heroes in darkness. ‘All of a sudden - it’s pitch black in here!’ Bobbi exclaims. ‘But we still know where she was a second ago, so -’ Walker begins as he leaps for Nightside, who moves out of the way and announces that she is more agile than the terrans give her credit for. ‘Mockingbird - get out of my way!’ Walker exclaims as he and Bobbi collide. ‘Me in your way?’ Bobbi retorts.
The darkness fades, and Nightside admits that a weapon like darkness has its limitations, which is why she always carries a concussion gun for good measure. She fires the gun at Walker and Bobbi, before looking to her feet, and calls out ‘You may come out of my shadow now, Scintilla’. The minute Imperial Guard member emerges. ‘The story of my life - no matter what world we’re on’ Scintilla mutters, to which Nightside tells her not to be bitter, before reporting that her sensors indicate that their fellow Shi’ar are in the receptacle yonder. ‘Then stop patting yourself on the back and free them’ Scintilla declares. Nightside fires a weapon, and smashes the stasis tubes holding Warstar and the Shi’ar officers. ‘Now it’s your turn’ Nightside tells Scintilla, who replies that she knows her assignment and will do it. ‘I just don’t appreciate your being in charge, that’s all’ Scintilla admits.
As she fires a beam at the other Shi’ar, Scintilla asks why they never put someone her size in command for a change. ‘Because some foot soldier might step on you - and there goes the mission!’ Nightside exclaims, before telling her that the device to funnel her own natural size-altering power functioned perfectly. ‘Nightside!’ Warstar exclaims as he sees his teammate. ‘And Scintilla, blast it!’ the diminutive alien complains.
At that moment, She-Hulk strides down a corridor, deciding that she might as well be big about it and go kiss and make up with USAgent. ‘Well, maybe I’d best rephrase that’ Jennifer thinks to herself, before calling out ‘Agent - Mockingbird - I thought maybe we should all have a little talk’ She-Hulk exclaims, before she discovers Walker and Bobbi out cold on the floor. She-Hulk then sees the king-sized hole in the holding pen. ‘I don’t suppose there’s much change that there’s still anybody inside -’ She-Hulk thinks to herself as she enters the holding area, only to be punched down by Warstar. ‘Excellent, C’Cil! You have done your B’Nee proud!’ the smaller part of Warstar tells the larger. ‘Once more, the double entity called Warstar is a forced to be reckoned with!’ B’Nee adds.
‘Then I reckon I’ll just have to do some wrecking on my own, you two!’ She-Hulk boasts as she kicks Warstar in the chest, knocking him back, but hurting her foot. ‘Hah! Your hard metal exterior has hurt the green female’s foot, my friend!’ B’Nee exclaims. ‘Like fish it has. I was just groaning at my own pun!’ She-Hulk claims. ‘And now, before I get too carried away by dreams of individualistic glory - AVENGERS ASSEMBLE’ She-Hulk shouts as Warstar picks her up. ‘Now that did hurt!’ She-Hulk exclaims. ‘Not nearly as much as this will, organic being!’ B’Nee declares as C’Cil hurls She-Hulk into some machinery. But, She-Hulk declares that she is more resilient than they think, and returns to battle the constructs, she leaps onto C’Cil’s back and grabs B’Nee, remarking that he seems to be the brain’s, so she supposes that he will also turn out to be the weak link.
‘I most certainly would be…were it not for my power to virtually electrocute any living creature I touch’ B’Nee declares as he grabs She-Hulk’s neck and electrocutes her. She-Hulk falls to the ground, limp, and one of the Shi’ar officers tells Warstar that they defeated the terran just in time, as her comrades have arrived. ‘Hit ‘em high, Avengers - hit ‘em low - and hit ‘em hard!’ Falcon declares as he swoops down towards the Shi’ar officers, knocking them over. ‘Oh, no! An alien my own size!’ the Wasp complains as Scintilla approaches her. ‘Don’t tell me - not another one of those inevitable match-ups’ the Wasp mutters.
‘Just tell me you’re not a cut-rate Kree…’ the Wasp exclaims as she and Scintilla grab each other’s hands. ‘Blasphemer! I am a warrior of the Shi’ar Imperial Guard!’ Scintilla exclaims. The Wasp decides that that is great, as the Shi’ar are no stronger than the “terrans”, so at least she has a shot. ‘Not against Scintilla, fool. For, by a mental command, I can increase my mass and weight to what it is when I am my normal height - far more than your pitiful wings can bear!’ Scintilla declares as she becomes too heavy for the Wasp to keep up, so they plummet to the ground. ‘Oh, and by the way - I’m also very good about landing on top’ Scintilla boast as she stands over the Wasp’s unmoving body.
‘Jan? Falcon? Anybody? Somebody turn on some lights in here!’ Dr Pym calls out as he walks around aimlessly in Nightside’s darkness. ‘They are on, terran - everywhere except in the immediate vicinity of Nightside!’ the alien declares as she slams a fist against the back of Pym’s neck, causing him to fall to the ground. Suddenly, Gilgamesh grabs Nightside’s arms and tells her that, unfortunately for her, he was once blinded by an antiquity, and still managed to bring ruin down upon the heads of his enemies. ‘Let me go!’ Nightside screams, when Warstar comes to her rescue, slamming into Giglamesh and causing him to release Nightside, who thanks her teammate. ‘Kill this more-than-human brute’ Nightside then orders. ‘I will fight on, behemoth - even if I must fight all of you alone!’ Gilgamesh declares as he knocks Warstar backwards. By now, though, She-Hulk has regained consciousness. ‘But you’re not alone, Gilgamesh - we’re a team, remember. A team called the Avengers - one of the oldest, most respected names in herodom - a team that’s gonna cream this bunch of outer-space weirdos!’ She-Hulk exclaims angrily.
Meanwhile, in a nearby chamber, ‘Hello, Captain Atlas!’ exclaims Dr Minerva as she stands over her lover. ‘Welcome back to the world of normal proportions’ she adds. Atlas looks up at his lover, who remarks that she was his fellow prisoner in miniaturization until moments ago. Captain Atlas gets to his feet and asks ‘What happened? I remember being smashed by that terran called Wonder Man - then nothing!’, before noticing some combat sounds and tells Minerva that they are not far away. Minerva reveals that some fool Shi’ar have come to try and rescue their kind, adding that it was a stray shot of theirs that freed and enlarged the two of them. Minerva tells Atlas that they must not join the fray, but rather, make good their escape, for the sake of the Kree. Dr Minerva fires a weapon at the ceiling, creating a hole in the roof. Atlas remarks that he didn’t know Minerva’s blaster was still functioning. ‘I’m just full of surprises tonight’ Minerva remarks as they fly out of Project Pegasus.
As the battle continues, Nightside tells Warstar to last out at the man-god, and boasts that her powers of darkness will disorient him, no matter what he says. ‘Not if you don’t get a chance to use them on him!’ Spider-Woman exclaims as she weaves a psionic web, announcing that she is getting much faster at making her psi-webs good and solid so that she can reel her prey in. As the webs wrap around Nightside, Spider-Woman pulls on the strands of psionic energy, and Nightside is flung towards her. ‘Nitey-night, Nightside!’ Spider-Woman declares as she punches Nightside in the face. ‘You know, there ought to be a hit song in there somewhere’ Spider-Woman remarks, before asking She-Hulk and Gilgamesh how they are doing.
‘About as well as can be expected, Spider-Woman’ She-Hulk replies as she smacks B’Nee across the chamber with a piece of equipment. She-Hulk explains that they decided to split the Warstar team up, and as Gilgamesh stands on the back of the fallen C’Cil, he announces that the last of the Shi’ar are down, and the Avengers’ victory is complete. She-Hulk tells Gilgamesh that she isn’t so sure about that, and asks whether anybody has had a chance to check on the Kree prisoners. ‘Well…not…really…’ Gilgamesh mutters.
At that moment, in the forest outside, ‘You say you have a ship hidden in this wooded area, Minerva?’ Atlas asks as the Kree warriors descend in the dense forest. ‘Yes…right here!’ Minerva exclaims, revealing the large ship. Atlas points out that it is a Shi’ar craft, and Minerva explains that she learned their fellow prisoners had summoned it while they were incarcerated. ‘But - how did they -?’ Captain Atlas asks, but Minerva tells him to stop looking a gift horse in the mouth and get aboard, unless he wants the terrans to catch up with them.
Back inside Project Pegasus, security staff are taking the Shi’ar prisoners away while She-Hulk stands near USAgent and Mockingbird, and exclaims ‘Well! So you two finally decided to wake up!’. ‘Now look, She-Hulk…’ Mockingbird begins, while USAgent suggests Mockingbird tell She-Hulk to “stuff it”. Spider-Woman, the Wasp, Dr Pym, the Falcon and Gilgamesh are gathered under the hole in the ceiling, and Pym remarks that She-Hulk was right - while they were fighting the Shi’ar bunch, the two resident Kree somehow got free and flew the coop. ‘We’ve got to recapture them!’ Pym exclaims.
‘Then let’s move out!’ USAgent suggests as he moves into action, leaving the rubble of the destroyed holding cells behind him. ‘Mockingbird - you stay here’ She-Hulk instructs. ‘Why? Because I can’t press several tons?’ Bobbi replies, annoyed. Gilgamesh tells Mockingbird to “be fair” and points out that they are all holding the fort just be remaining on Earth. ‘Gilgamesh was right. Who am I to play Prima Donna?’ Mockingbird thinks to herself, when, suddenly, she hears a moaning from amongst the rubble. ‘YOU!’ Mockingbird exclaims, shocked as she sees who is before her.
Outside, ‘LOOK!’ the Wasp exclaims as she and Flacon fly above the forest. ‘Alien ship!’ the Falcon exclaims, before calling out to the ground crew, and instructing them to come his way. USAgent, Spider-Woman, She-Hulk, Dr Pym and Gilgamesh arrive at the ship, just as it starts to take off. ‘Looks like we got here just after the nick of time’ She-Hulk remarks. ‘You can give up if you want to, Greenie - not USAgent!’ Walker exclaims as he leaps upwards and lands on the wing of the spaceship. ‘You idiot! You’ll be killed!’ She-Hulk calls out to him. Falcon and the Wasp start to fly after the ship, and Falcon exclaims ‘That star-spangled screwball’s hitched a ride! Will you look at that?’, while the Wasp points out that USAgent is already up too high to let go, even if he wanted to. ‘And you can bet that baby’s headed straight for outer space!’ the Wasp declares.
Inside the ship, Minerva announces ‘Our ship has acquired a terran barnacle’ and as the ship moves ever higher, it emit’s a electro-magnetic charge, which shocks Walker and sends him falling from the vessel. The Avengers watch Walker fall, and She-Hulk suggests to Gilgamesh that they might be able to get under him in time. Spider-Woman creates some psi-webs to buy them some time, to which Gilgamesh points out that even if Walker strikes the web, it may break his neck. ‘I said “webs” not “web”!’ Spider-Woman exclaims, informing Gilgamesh that she is mentally forming as much as she can of several webs, to progressively slow his fall. Walker lands in the tree tops, and thanks to Julia’s psi-webs, his fall is slowed somewhat, but he breaks through the first and then second series of webs. ‘Hurry, She-Hulk, Gilgamesh - before he -’ Spider-Woman exclaims, and an instant later, Walker slams into She-Hulk. ‘Relax, Spider-Woman. I thought you West Coast Avengers - “Wackos” we call you for short - were the laid-back sort!’ She-Hulk adds.
USAgent pulls away from She-Hulk and declares that the “Easters” feel they have to take charge of everything. He announces that Julia’s psi-webs would have done the trick without She-Hulk’s help. ‘You’re welcome’ She-Hulk mutters, before everyone turns their attention skyward, and She-Hulk points out that the ship must be at least halfway to the moon by now. ‘Some hotshot job we did of playing jailers, huh, Mockingbird?’ USAgent calls out, unaware that Mockingbird is not present. The Wasp tells him that thre is no use in grabbing all the blame, as it could have been any of them in his situation. Hank Pym agrees, and tells his companions that from here on, it is all up to the space borne Avengers.
At that moment, as the Shi’ar vessel continues upwards into space, Atlas tells Minerva that the terrans can’t follow them up here. ‘So why the reluctance to do a bit of celebrating?’ he asks as he puts his arms around her, but she seems uninterested in him as she sits at the ship’s controls. ‘Please - not now. I must concentrate on piloting the ship’ Minerva claims. ‘Why? We’ve escaped! What are you looking for?’ Atlas asks. ‘THAT!’ Minerva exclaims, smiling as she looks through the window into space. ‘What let me see…by the Great Pama! It’s a Shi’ar star-cruiser!’ Atlas gasps, before exclaiming that the star-cruiser is reeling in with an irresistible tractor beam.
As the smaller vessel is brought into the much, much larger, ship, Atlas exclaims that he doesn’t understand. ‘When did we Kree capture a Shi’ar vessel of these proportions?’ he asks. When the ship is secure, Minerva and Atlas exit the small ship, and Minerva tells Atlas that he is full of questions, before pointing out that he will require no more answers after he sees who is here to greet him. ‘Welcome aboard, Captain!’ one of the Imperial Guard exclaims as he stands with a teammate and another Shi’ar officer. ‘I know those two from our compu-files! They are Starbolt and Neutron - of Lilandra’s Imperial Guard!’ Atlas tells Minerva to look out, and exclaims that the vanquished Shi’ar must have escaped. ‘Minerva?’ Atlas utters as Minerva’s form begins to change, and she laughs uncontrollably.
Atlas asks Minerva what is so humorous, and she replies ‘You are, Atlas - believing that you were cuddling up to your beloved Dr Minerva - instead of Hobgoblin - the Imperial Guardsman otherwise known as Shapeshifter!, or simply “Shifter” for short!’ the alien exclaims as he takes his default form. ‘You Shi’ar anacobra! I’ll -’ Atlas calls out as he tries to lunge for Hobgoblin. ‘Got his other arm, Starbolt?’ Neutron enquires as they restrain Atlas. ‘Of course!’ Starbolt declares. ‘You’ll do nothing, Kree - least of all clash your purloined Nega-Bands together and teleport into the Negative Zone!’ Hobgoblin declares as he pulls the Nega-Bands from Atlas’s wrists. ‘Why do you think that after disguising myself as a mere Shi’ar crewman to evade special notice by the terran Avengers, I then played “Dr Minerva” to lure you onto this ship?’ Hobgoblin asks.
Hobgoblin explains that if he had not made his little deception, Atlas might have escaped with the Nega-Bands, which is what they were truly after. Suddenly, Scintilla appears on Hobgoblin’s shoulder, and exclaims that now Hobgoblin has the Nega-Bands she can regain her normal size and come out of hiding. ‘Of course’ Hobgoblin tells her, remarking that the Nega-Bands have led them a merry chase since they robbed Mar-Vell’s tomb on Titan. He adds that they first acquired the crucial part of the Psyche-Magnetron, and now the Nega-Bands, while Neutron reports that the third and final apparatus they need - the Omniwave Projector - has been captured telepathically by Oracle, from another fool-hardy Kree officer. Atlas tells the Shi’ar that they can do what they want with the Nega-Bands, or with the universe. ‘All I want to know - all I must know - is what have you done with Dr Minerva?’ he asks.
As, back at Project Pegasus, USAgent, Spider-Woman, Dr Pym, the Wasp, She-Hulk, the Falcon and Gilgamesh return, and find Mockingbird standing with a Project Pegasus security officer. ‘I don’t care what you silver-lining types say - we’ve really come off losers tonight -’ Walker begins, before calling out to Mockingbird, and asking her who she has tied up over there. ‘Avengers West and East, say hello to - Dr Minerva!’ Mockingbird announces as she motions to the real Doctor Minerva, who stands before them, arms clamped. ‘And her face would be red, if it weren’t already blue!’ Mockingbird remarks. ‘Cease to live, terran!’ Minerva snaps. ‘The Kree equivalent of “drop dead”, obviously’ Mockingbird jokes. The Wasp marches over to Minerva and asks her what is going on around here. ‘We assumed you had escaped with that Kree Captain’ she explains. ‘Care to give us a few more details, lady?’ Falcon asks her.
Minerva replies that Atlas did flee in the company of one he thought was her, but that Atlas was deceived. Minerva reveals that one moment she and Atlas were shrunken prisoners, and the next, they were being released by the Shi’ar as small as they, who called herself Scintilla. Minerva explains that she strove to regain sufficient strength to resist Scintilla, only she was struck from behind by the normal-sized Shi’ar whom Scintilla called Shifter. ‘I remember no more - till I awoke to find Atlas gone - and myself shoved into a dark corner’ Minerva reveals. Wasp asks Minerva if she can help them locate the Shi’ar ship, to which Minerva replies ‘Perhaps. But why should I?’
‘How about just for revenge?’ Dr Pym suggests. ‘Revenge - yes! That is something a Kree can understand!’ Minerva declares, and as she closes her eyes, explains that she has a close association with Atlas, so her higher intuitive sense might be able to lock in on him. ‘Ahh…I have found them!’ Minerva announces, informing the Avengers that Atlas and the Shi’ar are in a star-cruiser, leaving Earth orbit and making for Earth’s sun. Falcon suggests that they may be aiming for the stargate, the one Quasar reported on. ‘Who do you think I’m on the horn to right now?’ She-Hulk mutters as she picks up a communicator and calls out ot Quasar, ‘Do you read me, Avenger?’ she exclaims.
‘Hi, She-Hulk, I’m her with Here - I mean, I’m here, with Her! What’s up!?’ Wendell “Quasar” Vaughn asks as he and the cosmic being called Her hover in space. She-Hulk informs the cosmic Avenger that a Shi’ar cruiser is headed straight towards his post. ‘We need you to intercept it, and try to retrieve Captain Atlas for us - along with any Shi’ar prisoners you can corral’ She-Hulk reports. ‘Atlas, huh? It’d be a real pleasure to get another crack at that Kree creep!’ Quasar exclaims, while his companion calls out ‘And where Quasar goes, there you will also find - Her!’, while She-Hulk tells Quasar that it is too weird, grammatically speaking, for a She-Hulk to be talking to a Her. ‘I mean, are there any pronouns left unturned?’.
As Quasar and Her travel through the stars, Her tells Quasar that she doesn’t understand his female friend’s sense of humor. ‘And I’m afraid I’m starting to’ Quasar remarks, before alerting Her to the fast approaching Shi’ar cruiser. Her tells Quasar that once he has used his Quantum Bands to halt the spacecraft, they can smash their way into it. But Quasar sees a hatch open on the cruiser, and Neutron and Starbolt emerge, and fly towards Quasar and Her. ‘Somehow - I doubt if it’s going to be quite as simple as that’ Quasar exclaims. ‘Surely we can more than hold out own against this pair of Shi’ar assassins, Quasar!’ Her declares as Starbolt fires some energy towards her. ‘We can worry about that later…right now, we’ve got to stop that cruiser, before it can warp through the star - aw, nuts!!’ Quasar calls out as Neutron attacks him and the cruiser enters the stargate. ‘Okay, lady - now we can start worrying! Quasar exclaims as Her is propelled backwards by Starbolt’s blast, and Neutron wraps his arms around Quasar’s throat in the cold, cold space….
Spider-Woman II & USAgent (both Avengers West Coast)Mockingbird (reserve member of the Avengers West Coast)Quasar (member of the Avengers)Falcon, Gilgamesh, Dr Hank Pym, She-Hulk, Wasp (all inactive Avengers)
Captain Atlas & Doctor Minerva
Neutron, Nightside, Scintilla, Starbolt, Warstar (all Shi’ar Imperial Guard)
Shi’ar officersProject Pegasus staff
This issue follows Captain America (1st series) #393 and continues in Quasar #33.The title refers to the line “They also serve, who only stand and wait” from John Milton’s poem “On his Blindness”.
In Avengers (1st series) #345, USAgent was selected for one of the space teams, but replaced at the last minute by Hawkeye.
The Avengers West Coast voted on who would be the active squad and who would be reservists in Avengers West Coast #69.
Captain Atlas and Wonder Man battled in Wonder Man (1st series) #7.