Darkstar & the Winter Guard #1

Issue Date: 
August 2010
Story Title: 
The Winter Guard!

David Gallaher (writer), Steve Ellis (penciler), Scott Hanna (inker), Val Staples (colorist), Scott O Brown (letterer), Clayton Henry & Guru eFX (cover artists), Jeff Powell (production), Jordan D White (editor), Mark Paniccia (supervising editor), Joe Quesada (editor in chief), Dan Buckley (publisher), Alan Fine (executive producer)

Brief Description: 

In Russia, the Agents of Atlas are battling Krang and his forces, who has taken Namora captive, wanting her to be his wife. The Winter Guard arrive on scene and team up with the Agents of Atlas. By using the power from the Uranian’s spaceship, they manage to create dimensional tear in which to banish Krang and his army after rescuing Namora. The two teams part, and the Agents of Atlas watch the Winter Guard hold a press conference. Upon returning to the Citadel, they Winter Guard are greeted by their liaison, Dimitri Bukharin, who tells them that they did a good job on the mission. The Red Guardian asks the Crimson Dynamo to accompany him to his workshop. The Crimson Dynamo is amazed at all the different Crimson Dynamo armor’s and other things that the Red Guardian has in his lab. Red Guardian strongly suggests to Crimson Dynamo that she stop questioning his order so much, before they begin to upgrade her armor. The new Darkstar asks Ursa Major if he thinks she is doing an okay job. Ursa Major takes Reena to the “shrine” he has for the original Darkstar and after a brief discussion about Laynia, Ursa Major gives Reena some encouraging words. Dimitri is monitoring the Winter Guard, as well as their captive, the Presence, when Colonel Alexi Vazhin arrives. They discuss the roster, while Vazhin threatens Bukharin, before giving the Winter Guard their next mission, in St Petersburg. The team arrives to find a massive tear in space-time. The Crimson Dynamo attempts to repair the tear - when a woman falls through the tear. The new Darkstar rescues her, and Ursa Major recognizes her as Fantasma! After the tear is sealed, Fantasma is brought back to the Citadel, where Bukharin is shocked to see his former teammate. He reveals that the death of the original Darkstar created a rift in the Winter Guard, resulting in several members leaving the team. Fantasma wakes, with a deadly warning of death, before collapsing in Bukharin’s arms. The Winter Guard boasts that they will find out what is going on and stop them. Meanwhile, Vanguard, Starlight and Powersurge arrive in St Petersburg, announcing that the Protectorate has returned!

Full Summary: 

On May 1st, 1703, Peter the Great captured the Swedish fortress of Nyenskans on the Neva River. Weeks later, he laid down the foundation for what would become St. Petersburg - the crown jewel of the Russian Federation. Over the centuries, through many trials and tribulations, St Petersburg has prevailed. But how will this great city and its people endure - when the world around them comes to an end?

A crowd has gathered near a stage, throwing streamers and holding signs. A hooded figure watches the stage, as a man steps onto it: ‘Good afternoon, ladies and gentlemen!’ he exclaims in his native Russian. ‘In times of great despair, we look towards out best and our brightest. As shining stars, they lead us through our darkest hours. Today, these brave heroes stand with us as beacons of hope and propensity. On behalf of the Russian Executive Security Committee, I present to you…the Winter Guard!’

Darkstar! Ursa Major! Red Guardian! Crimson Dynamo! The super beings stand on the stage and wave at their adoring fans. The crowd claps for them - they are supposed to be the heroes. Little did they suspect that their actions would have such dire consequences. The hooded figure walks away from the crowd. Thinking ‘They can feed their lies to the public - sell them something to believe in. But I know the truth. No one is safe. Absolutely no one’. They pick up a stuffed bear that is lying on the ground and think to themselves that it is ironic to think it all started with a spaceship - sea monsters - and the Agents of Atlas!


A three-headed sea beast rises from the ocean, and a spaceship soars towards it. From inside the spaceship, someone exclaims ‘This is your final warning! Release Namora now!’ On top of the sea beast, Warlord Krang holds onto the unconscious Namora. Krang declares that he will not surrender his betrothed to pitiful surface dwellers. ‘Betrothed? Namora is a monarch of Atlantis! Mating with a warlord is so beneath her!’ Venus exclaims as she and the Agents of Atlas begin battling Warlord Krang’s minions. ‘You’d think Krang’s diseased mind would pick a better place to spawn than Vladivostok!’ Jimmy Woo remarks, when suddenly, Red Guardian a.k.a. Anton exclaims ‘Tell you what, Woo - next time, I’ll invite him to invade your home!’ as he slams his shield against one of Krang’s men.

Reena Stanicoff a.k.a. the new Darkstar unleashes the Darkforce against a foe, while Galina Nemirovksy, the latest Crimson Dynamo informs Red Guardian that she and the Uranian have calibrated their systems, and tells him that she doesn’t think this is the smartest course of action. Inside the spaceship, the Uranian announces that the energies of his warp core drive, coupled with Dynamo’s fusion beam will create a dimensional tear strong enough to banish Krang and his army. ‘Though tears this big often create inter-dimensional instability. Tampering with the laws of physics often has consequences’ he adds.

‘Damn the laws of physics! We stay point!’ Red Guardian orders, telling Reena to blast ‘these sushi people’ back into the water. ‘Yes, sir’ Reena replies, while Jimmy Woo tells Venus and M-11 to help her. ‘You’ve got it, Jimmy!’ Venus exclaims, while Red Guardian radios Major Mikhail Ursus a.k.a. Ursa Major, telling him that he is up.

On a nearby rooftop, the handsome soldier stands with Gorilla Man and asks ‘Are you ready, my monkey friend?’. Gorilla Man picks Ursus up, and throws him into the air: ‘As ready as I’ll ever be - but I ain’t no damn monkey!’ he shouts, while Ursa Major transforms into the mighty bear. ‘PREVED!’ he shouts as he lands on top of the sea creature. ‘Away from me, you foul beast!’ Krang orders. ‘You invade my home, and call me a beast? That doesn’t put me in a very cuddly mood!’ Ursus exclaims, before smashing open Krang’s water helmet. The warlod gasps for air, while Ursus grabs Namora and announces ‘Krang is down!’ before leaping from the sea creature.

‘Don’t break out the vodka just yet - I have some very big fish to fry!’ Crimson Dynamo declares as she hovers above the sea beast. Galina declares that she is not a fan of the “shoot first, deal with the nasty effects later” plan, but unleashes her armor’s energies, alongside those of the Uranian’s spaceship, at Krang, the sea beast and Krang’s warriors - who all disappear moments later. ‘Wow, I guess they really did vanish?’ someone remarks, before Galina declares that now they can break out the vodka.

That was the end of the battle that started the war….

‘So, you taught your team Russian telepathically huh?’ Galina asks the Uranian, while Gorilla Man introduces himself to Ursa Major. ‘You can call me Ken’ he adds, while Venus stands with Namora and the new Darkstar and remarks ‘Maybe blondes do have more fun?’, before Red Guardian alerts his team to the camera crews.

The Winter Guard assemble near their jet, as the reporters and camera crews watch and listen: ‘Rest assured, citizens’ Red Guardian begins, ‘Krang foolishly believed he could invade our temperate waters to spawn. Let his defeat be a lesson to all of those who oppose the Russian Federation. The Winter Guard will stand against you - and we will triumph!’. One of the reporters calls out to Crimson Dynamo, asking ‘Could you beat Colossus in a fight?’. Another calls out to Darkstar: ‘Whatever became of your brother, Vanguard?’, while another reporter asks Ursa Major if he is secretly dating Black Widow.

From inside the spaceship, the Agents of Atlas watch the spectacle: ‘Camera crews? They get camera crews?’ Gorilla Man exclaims. ‘I need a better agent’. Namora tells Ken that their world is a much different one from this. ‘A very alien world’ the Uranian points out. Jimmy Woo declares that Russia seems well in hand. ‘Now we’ve got trouble to deal with in Hawaii!’ he exclaims, and so the Agents of Atlas depart, while the Winter Guard soars across the Russian sky.

That was the day everything changed…..

‘Red Guardian coming in with the Sovereign. I’m requesting permission to land’ Anton announces as their jet streaks towards the Citadel, where someone inside replies ‘Permission granted’. After the jet is docked, the Winter Guard makes their way through the hangar bag. ‘Galina, come give me a hand in my workshop’ Red Guardian exclaims. ‘Was that an invitation or an order?’ Galina asks, while Red Guardian ignores her question, instead calling out to Dimitri Bukharin, the fifth and long-serving wearer of the Red Guardian armor, now the team liaison. Reena quietly asks Mikhail if she could talk to him alone for a minute, to which Mikhail replies ‘Of course’.

Dimitri greets the team, and looking at some papers tells them that he has not heard from the Russian Executive Security Committee for their official word on this, but as their friend and liaison, he thinks they did a fine job. Dimitri smiles and tells the Winter Guard to go and rest up, and if they need anything, to let the support staff know. ‘Will do, my friend’ Anton replies, before he and Galina walk towards his workshop. Galina tells Anton that she knows she is relatively new: ‘And to be invited to your workshop, Anton…I don’t know what to say!’

Anton tells Galina that he doesn’t want her to say anything. ‘I want you to listen’ he tells her. ‘You need to stop questioning how I do things. It reflects poorly on me. And it reflects poorly on you. You may not like how I lead. And you might now think we have the manpower to do our jobs properly…but, trust me, we have more than enough firepower!’ Red Guardian exclaims as he presses his hand against the security pad, which enables him access to his workshop, where inside stand various Crimson Dynamo armors, Red Guardian shields and a motor cycle. ‘Distracting me with fancy toys won’t change the fact that your leadership - whoa! Is that the Airstrike armor?!’ Galina exclaims as she sees the sleek white armor. Anton replies that he retrofitted it with the Dire Wraith technology to make it more responsive. ‘And wait - is that the Ultra-Dynamo?’ Galina asks as she sees the large bulky armor.

‘Yes. The same heavy weaponry, only now it operates on a neural response frequency keyed to the pilot’s brain’ Anton explains, telling Galina that, with her permission, he would like to put similar modifications in her armor. ‘What’s the catch?’ Galina asks, turning away. ‘You are a member of my team. There is no catch’ Red Guardian replies, reminding Galina that she made a choice to be a part of this program. ‘And there are reasons why we do what we do’ he points out. Anton checks something on his motor cycle and tells Galina that if she doesn’t like his command, she is welcome to leave. ‘We can and will replace you’.

Galina picks something up from the bench, to which Anton tells her to be careful with it. ‘That armor matrix is highly unstable!’ he exclaims. Anton points out that the Winter Guard is not Russia’s only team of heroes. ‘There are many other teams you’d fit in with - the Power Corp, for instance. But, I will not tolerate insubordination. Lecture over. Any questions?’. ‘So…this Dire Wraith technology - is it safe?’ Galina asks. ‘Yes, in fact, the whole Citadel was once one of their alien science centers’ Anton replies. Galina asks him if he has just been tinkering around with this technology in his spare time. ‘I’m an engineer, Galina, it’s what I do’ Anton tells her. Galina picks up a shield and tells Anton that it is lovely. ‘Made from Vibranium?’ she asks. ‘Yes. Like other projects here, it’s not quite finished’ Anton tells her, before suggesting they get started on her suit upgrade.

Elsewhere in the Citadel, Reena tells Mikhail that she wants him to be honest with her. ‘Of course’ Mikhail replies. ‘You knew the original Darkstar. You were close, right?’ Reena asks. ‘Yes, very’ Mikhail tells her, to which Reena asks him if he thinks she is doing an okay job as Darkstar. ‘I just don’t feel like I did much this mission, you know? I don’t feel like I played my role well enough’ she confesses. ‘I want to do her proud. I figured you would understand’ Reena explains. ‘Is that what’s troubling you?’ Ursus asks. ‘Please, let me show you something’.

They arrive in another room, as Ursus tells her that the hangar bat is not a private place to talk, so he thought she would be more comfortable here. He motions to a wall where photographs of Laynia Petrovna - the original Darkstar - are lit up by candlelight. Mikhail tells Reena that Laynia was his closest friend. ‘We fought against Magneto, the Presence, and did battle with the Hulk. Mikhail picks up a photograph of him, Laynia and Vanguard, and remarks that after Laynia died while serving with the X-Men, he was devastated, they all were. ‘She wasn’t always perfect; sometimes her emotions got the better of her’ Mikhail adds. ‘But she was a hero’. He holds a hand over his face to hold his tears back.

Mikhail tells Reena that he knows she was given a gem, one that gives her powers. ‘Wear it with honor’ he tells her. ‘Laynia may be dead, but I believe her soul lives on in you - and everyone who honors her memory as Darkstar. I’m no scientist. I can’t predict the future. But you will have your moment to shine - and that moment will make Laynia very proud’ Mikhail declares. Eyes-wide, Reena thanks Mikhail, and smiles.

Elsewhere in a control room, Dimitri is keeping an eye on the four members of the Winter Guard, watching them on monitors, while also watching the cell where the diabolical Presence a.k.a. Sergei Krylov is incarcerated. ‘Colonel Bukharin! How is my favourite Winter Guard liaison?’ a voice booms. Without turning around, Dimitri replies ‘Feh. I’m the only Winter Guard liaison. But I’m glad to see the Executive Security Committee still has a sense of humor’ Dimitri replies, before turning to Colonel Alexi Vazhin and asking ‘To what do I owe the honor, Alexi?’. ‘That’s Colonel Vazhin, to you, my friend’ Vazhin replies, before telling Dimitri that the Winter Guard performed admirably in their recent skirmish, but they left a lot of a mess to clean up.

Colonel Vazhin declares that with the Presence still locked up in the facility, the Executive Security Committee has some concerns about their effectiveness. ‘We feel a review of your roster is in order’. Dimitri motions to the monitor which shows the Presence and replies ‘With all due respect, Alexi - the Presence is in this facility because none of your other prisons can restrain him. As far as your other concern, if you’d like to review our roster - I’ll be happy to oblige’ Dimitri exclaims, pressing a button on the console.

An image of Red Guardian battling Iron Man appears on screen, and Dimitri declares that Red Guardian is one of the world’s brightest minds in one of the world’s strongest cyborg bodies. ‘I know the details; I was there for his surgery. But, since the operation, Anton has -’ Vazhin begins. ‘Become a jerk? Well, yes, he has. But he’s been an effective leader, and that’s what matters’ Bukharin declares.

Footage of the Crimson Dynamo battling AIM soldiers appears next, and Bukharin informs Vazhin that Galina Nemirovsky is a graduate of the Dynamo Program, and is one of the best Crimson Dynamo’s they have seen. ‘I hear she has a problem taking orders’ Vazhin remarks. Bukharin assures Vazhin that is being addressed, but as he said, she is the best at what she does.

Next up is Reena Stanicoff, who Dimitri remarks has all the powers of the precious Darkstars - flight, Darkforce manipulation and teleportation. ‘There is an innocence about her I find appealing. Let us hope that this role doesn’t consume her like it did the others’ Alexi exclaims.

Finally, Ursa Major battling and an undead dinosaur appears on screen. ‘What more can I say, really?’ Dimitri remarks. ‘You still haven’t found a suitable understudy for him yet?’ Alexi asks. ‘Not yet’ Dimitri replies, to which Alexi tells him to keep looking. ‘But -’ Dimitri begins. ‘”But” nothing - remember, Dimitri, we’re all replaceable. Even you’ Vazhin exclaims, adding ‘For your sake, I hope the Guard is ready for awaits in St Petersburg.

Soon, the Winter Guard fly towards St Petersburg, where a purple-colored sky covers the land. Darkstar asks Red Guardian what sort of atmospheric anomaly they can expect, to which Anton replies that the file did not say much. ‘It’s likely just a small weather pattern we have to diffuse’ he adds. ‘When I think of weather patterns, I think of rain showers and storm clouds…this requires more than just an umbrella!’ Mikhail declares as they see some sort of dimensional rift, revealing a strange landscape, before them. Anton frowns, before telling Crimson Dynamo too put her armor to the test, and try and diffuse the rift.

Galina flies out of the jet and reports back that her new sensors are lighting up like fireworks. ‘But given that there’s a big tear in the fabric of reality, that isn’t too surprising’ Galina remarks, before announcing that she is registering an anomaly in the readings, when suddenly, a scantily clad woman with long dark hair falls through the tear in reality! While blasting the tear with her powers, the Crimson Dynamo tells her teammates that she needs help, as the tear still needs patching. ‘We’re on it!’ Red Guardian exclaims. ‘Darkstar?’ he remarks. ‘I’m ready!’ Reena replies, before teleporting towards the falling woman, whom she catches with Darkforce bonds. ‘Don’t worry, miss, I’ve got you’ Reena tells her.

‘Good work Dynamo’ Red Guardian calls out from inside the jet, as he and Major Ursus monitor their teammates. ‘You too, Darkstar’ Mikhail remarks, before his monitor gives a close-up on the woman Reena rescued. ‘Wait…that face…is that…?’

‘FANTASMA!’ Dimitri exclaims as he pushes past Red Guardian and Crimson Dynamo, to the bed where Reena and Major Ursus are watching over Fantasma. Dimitri thanks the team for bringing his former teammate to the Citadel. ‘I’m not sure how she would have done in a hospital’ he remarks. ‘Is it really her? I mean - I heard of her - but I never knew much about her. What’s her deal?’ Reena asks. ‘Still haven’t gotten through all the personnel files, huh?’. Mikhail asks. Dimitri announces that Fantasma is a very powerful sorceress who was recruited years about by the Russian Executive Security Committee.

Dimitri explains that they served together as a team, for a while, but when the original Darkstar fell in battle, it created a rift in the team - ‘And many of our members - many of our friends left us behind’ he declares, recalling how Vanguard, Steel Guardian, Fantasma and Powersurge departed. ‘Fantasma hasn’t been seen since’ Dimitri adds. ‘Until today, of course’ Galina points out. ‘How do you suppose she got here?’ Reena asks. ‘She probably fell into a cauldron or something’ Mikhail remarks, referencing the attitude many former teammates felt towards Fantasma. ‘Or, if you prefer a more realistic theory, we likely weakened some sort of trans-dimensional barrier’ Galina offers.

‘Exactly. Something ripped her from wherever she was and threw her here’ Red Guardian declares, before Dimitri calls out to Fantasma: ‘Can you hear me? This is Dimitri. You are safe now…’ he tells her. Mikhail watches Fantasma: ‘She’s starting to move - errr….levitate!’ Mikhail announces. Eyes rolled back in her head, the mysterious Fantasma whispers ‘Beware…my children. They are coming!’ her mouth opens wide as she screams ‘They bring death to us all!’. Fantasma sits up and grabs Dimitri: ‘They will wage war with the sky. The stars will vanish. Everything we are everything we hold dear will be forfeit…must…stop…the…’ she exclaims, before passing out in Dimitri’s arms. ‘Fantasma?’ Dimitri calls out.

‘Wow. They was upsetting’ Reena mutters, arms folded. ‘Unsettling or not, we’ll take this matter seriously’ Red Guardian declares. Anton tells Galina to run a full spectrographic analysis on Fantasma. ‘Cross-reference it against any other anomalies in the area. The last thing we want is for any more of those holes to be popping up’. Red Guardian tells Mikhail to review all battle scenarios with Reena. The four stand together as Red Guardian exclaims ‘Whoever is responsible for this will find that the Winter Guard is prepared to stop them!’

But, nothing could prepare them for what was to come next…the untimely arrival of forgotten friends…forgotten heroes from a forgotten war….

There is a blast of green energy signals the arrival of three powerful beings. ‘We have arrived!’ Powersurge announces. ‘Yes, but our mission is not over!’ Dr Tania Belinski a.k.a. Starlight declares. Powersurge remarks that this is all feels familiar, but points out they could be anywhere at this point. ‘Remember - in this war - our enemy has eyes everywhere!’ Starlight exclaims, before Nicolai Krylenko a.k.a. Vanguard declares ‘And we will blind each and every one of those eyes!’. Starlight smiles and points to the Admirality Tower, remarking that they are on target. ‘How fitting that the streets of St Petersburg will be where we make our stand. Today, we will let Russian and al the world know…the Protectorate has returned!’ Vanguard booms…

…and with them came destruction!

Characters Involved: 

Crimson Dynamo XIII, Darkstar III, Red Guardian VI, Ursa Major (all Winter Guard)

Fantasma, Powersurge, Starlight, Vanguard (all Protectorate)

Dimitri Bukharin

Colonel Alexi Vazhin

The Presence

Gorilla-Man, M-11, Namora, The Uranian, Venus, Jimmy Woo (all Agents of Atlas)

Warlord Krang

Krang’s monster and warriors

Various civilians


Russian Executive Security Committee member

In Photographs:

Darkstar I

In Photograph:

Darkstar I, Ursa Major, Vanguard (all Soviet Super Soldiers)

Computer Images

Crimson Dynamo XIII, Darkstar III, Red Guardian VI, Ursa Major (all Winter Guard)

Iron Man

AIM Operatives

Undead dinosaur

In Flashback Illustration

Crimson Dynamo V & Fantasma (both People’s Protectorate)

In Flashback Illustrations

Crimson Dynamo V, Darkstar I, Fantasma, Powersurge, Steel Guardian, Ursa Major, Vanguard (all Winter Guard)

Story Notes: 

This mini series takes place after the Hulk: Winter Guard one-shot.

The Agents of Atlas’ adventure in Hawaii continues in Atlas #1.

The Airstrike armor was designed for Dimitri Burkharin, who began wearing it in the Soviet Super Soldiers one-shot.

The Citadel is most likely the same facility where the Soviet Super Soldiers encountered the Dire Wraiths, before making it their headquarters for a time way back in Rom #45-46.

The Soviet Super-Soldiers battled Magneto during X-Men vs. the Avengers mini series, they battled the Presence on numerous occasions, and the Hulk in Incredible Hulk (1st series) #258.

Darkstar was killed by Fantomex in New X-Men (1st series) #130 after being possessed by Weapon XII.

Reena Stanicoff was given the gem in Hulk: Winter Guard one-shot, after Sasha Roerich, the second Darkstar, was killed.

Fantasma (originally Fantasia) made her debut in Captain America (1st series) #352-353, alongside Red Guardian III, Perun and Vostok (then Sputnik), who along with Crimson Dynamo V were the Supreme Soviets, the new official Russian team, charged with bringing the defector Soviet Super Soldiers back to Russia.

This issue finally reveals more information about the early days of the Winter Guard, and its subsequent history before the new Winter Guard debuted.

The original Winter Guard was comprised - initially - of three members from two of the three different factions of super teams in Russian. From the mutant team Siberforce / Exiles - Darkstar, Vanguard and Sibercat. From the People’s Protectorate - Red Guardian III (now called Steel Guardian), Vostok and Fantasma. Powersurge rounded out the initial team.

This issue confirms Ursa Major as a member of the original Winter Guard. As revealed in Darkstar & the Winter Guard #2 Perun and Airstrike also served with the original Winter Guard, while Starlight joined at some point. Avengers (3rd series) #42-44 implied that there were other members of the team, but as the Winter Guard was only shown radiated, it was difficult to make them out. No confirmation on the remaining members of Siberforce / Exiles team - Blind Faith, Stencil and Synthesizer as to whether they also were part of the Winter Guard.

This issue confirms that Laynia was apparently splitting her time between X-Corporation Europe and the Winter Guard.

The Protectorate is a new team. Not to be confused with the People’s Protectorate (originally known as the Supreme Soviets), which consisted of Red Guardian III, Crimson Dynamo V, Fantasma, Perun and Vostok.

This issue contains a re-printing of the first part of X-Men Unlimited (1st series) #28, which featured the original Darkstar teaming up with the X-Men.

The Ultra-Dynamo armor first appeared in Iron Man: The End, although it was first mentioned in 6161 continuity in Hulk: Winter Guard one-shot [Thanks to David Gallaher for this information]
The Armor Matrix Belt that Galina picks up was used by Valentin Shatalov when he was the Crimson Dynamo [Thanks to David Gallaher for this information]

Issue Information: 
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