Darkstar & the Winter Guard #2

Issue Date: 
September 2010
Story Title: 
Fiery Revolution

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

Brief Description: 

In St Petersburg, Vanguard, Starlight and Powersurge - calling themselves the Protectorate - battle the militant group called Sword of Judgment. They take down the militant group with ease. At the Citadel, the new Darkstar and new Crimson Dynamo discuss the mysterious arrival of Fantasma, both bothered by her mysterious premonition and her slutty costume. The new Darkstar also reveals that she used to be fat and ugly, until she became Darkstar, having the technology at the Citadel change her. She worries that the life of Darkstar is not for her, before Crimson Dynamo detects another tear in reality. In the sick bay, Ursa Major and Dimitri Bukharin are trying to refresh Fantasma’s memories, reminding her of the Winter Guard’s past. The other members of the team soon arrive, and the Red Guardian turns on a monitor, showing the Protectorate in St Petersburg. Ursa Major is shocked to see his former teammates, before the team leaves to confront them. Back in St Petersburg, the Protectorate hope they can locate Fantasma, before the Winter Guard arrives. Vanguard tells them that they need the help of real heroes, not impostors, and the two teams battle, with Vanguard clearly bitter about his sister being replaced. At the Citadel, Dimitri takes Fantasma for a tour, where they encounter the Presence, locked in his holding cell. Fantasma then runs off, exclaiming that she must save them all. Dimitri realizes the Presence did something to Fantasma, and follows her, locating her in the sub-basement - where she is standing amongst a large nest of Dire Wraith eggs. Fantasma reveals that she was always confused about her history, but now knows her purpose, to release the Dire Wraith‘s out into the world once more. She touches the eggs, transforming herself into a Wraith - only to discover the eggs are not fertilized. She stalks Dimitri, wanting to use him, but he manages to escape, so Fantasma finds the Presence instead. Back in St Petersburg, Vanguard tells Reena that she is a mockery of everything his sister stood for, but he stands down when Starlight and Powersurge are overpowered, and he learns that the Winter Guard has Fantasma. The two teams journey back to the Citadel together, during which it is revealed that after the original Darkstar died, Vanguard, Starlight, Powersurge, Steel Guardian, Fantasma, Perun and Vostok left the Winter Guard and formed the Protectorate, journeying to Immortus’ Limbo, where Vanguard pleaded with the Immortus to manipulate time to get Darkstar back. Immortus agreed, providing the Protectorate serve as his personal guard, to defeat the Dire Wraiths which had taken over his realm. During that time Vanguard and Starlight became lovers, while the Steel Guardian was slain in battle, then they learned Fantasma herself was a Dire Wraith, who found a tear in reality and escaped back to Earth, with Vanguard, Starlight and Powersurge following her. The two teams soon arrive at the Citadel, only to find it hovering in the air, and Fantasma’s death-wings surrounding it!

Full Summary: 

All great nations are shaped by their heroes. A hooded figure thinks to themselves as they walk down a street, past a poster of the Winter Guard, past televisions showing the Winter Guard‘s celebration. Heroes who mythic stories are legendary. This is not one of those stories. This is about all those left behind. This is the tragedy they won’t sell you on television. It is as cruel as it is oppressive. This is a tale of sound and fury. A tale of madness that started a revolution…the sparks of which started days ago on the streets of St Petersburg….

‘We can’t let ourselves get distracted, Powersurge! Let’s end this quickly!’ Dr Tania “Starlight” Belinsky exclaims as she uses her energies to keep back members of the Sword of Judgment, while Powersurge smacks some of the warriors aside, ‘Tell that to your boyfriend, Starlight - he started it!’ Powersurge points out. ‘Russia has oppressed us for far too long. St Petersburg will crumble under the mighty of the Sword of Judgment’ a warrior carrying a flaming sword shouts. Nicolai Krylenko a.k.a. Vanguard tells his teammates in the Protectorate that they may have been gone for some time, but that this is their home.

‘The land we have sworn to protect!’ Vanguard exclaims as he knocks the enemy aside with his trusty hammer. ‘You will be the first to fall!’ the sword-wielding warrior shouts. ‘Not on your life, cretin! Not while the Protectorate is here!’ Vanguard booms as he engages the warrior in battle. ‘Submit!’ the warrior shouts. ‘Not gonna happen!’ Vanguard retorts.

The Protectorate are former members of the Winter Guard. Vanguard being the master of kinetic energy, while Starlight, a neuro-scientist, is powered by the cosmos itself. ‘Judging by the technology, I’d say we’re in the right era!’ Starlight exclaims as she blasts through the chopper overhead. ‘Then hopefull we are not too late!’ exclaims the radioactive Powersurge, real name Illarion Pavlovich Ramskov, as he slams several warriors aside. ‘Let’s finish this!’ Starlight suggests. Lost in time and space for so long, they have returned to a world that still needs protecting. Too bad no one could protect them…. ‘Remember - you brought this on yourselves!’ Vanguard exclaims as he knocks back the sword-wielding warrior, breaking the sword in the process. ‘It’ll feel good to break you’ Nicolai exclaims, hammer charged as he stands over his foe.

‘I must break you!’ Reena Stanicoff a.k.a. the new Darkstar exclaims as she slams a fist down on top of the coffee percolator. ‘Stupid coffee machine’ she mutters, before it slowly drips coffee into a cup. Reena stands in the kitchen and drinks the coffee as Galina Nemirovsky a.k.a. the new Crimson Dynamo enters. ‘The citadel might be the most technologically advanced headquarters on the planet - but we still have a lousy coffee maker - so please go easy on it, Reena’ she exclaims. Galina informs Reena that she has finished her shift watching Fantasma in the sick bay.

‘Between that and running scans all night, the last thing I need to suffer through is caffeine withdrawal’ Galina smiles. Reena frowns at her, and apologizes, explaining that she is a little agitated. ‘Something about Fantasma bothers me’ Reena remarks. ‘Is it her slutty outfit, finding her falling from a tear in reality, or her crazy spooky premonition?’ Galina asks, picking up an apple. ‘All of the above’ Reena replies. Reena then reveals ‘I grew up fat, ugly and unloved. I become Darkstar because I wanted a better life for myself. The technology here - it changed me’ she explains. ‘But look at you - you’re beautiful’ Galina tells her.

Looking at a plate of doughnuts, Reena replies ‘That’s just it. I have this beautiful body, this great role as Darkstar and everything. But I have incredible darkness twisting like a corkscrew inside of me - it says I’m not ready’ Reena declares. She hangs her head and remarks that seeing Fantasma, and listening to her words scared her. ‘Maybe this whole thing isn’t for me’ Reena wonders. Galina tells her that the Winter Guard has its problems, but she doesn’t think Reena is one of them. ‘These world threats - you don’t have to handle them alone’ Galina points out. Reena apologizes, and asks Galina to pretend she didn’t say anything. ‘I just need some rest’ she remarks. ‘Rest will have to wait, I’m afraid. I think we just found another teat in reality. The others are in the sick bay with Fantasma, come on!’ Galina exclaims as the portable monitor she is carrying sparks up.

At that moment, in sick bay. The scantily clad mysterious Fantasma sits up in the bed and clutches her head, while the Winter Guard liaison Dimitri Bukharin -formerly a member of the team himself - asks Fantasma if she doesn’t remember when they teamed with the Avengers and Alpha Flight. ‘Or that time you and Dimitri here tried to kill me?’ Major Mikhail Ursus a.k.a. Ursa Major smirks. Fantasma apologizes to the men, telling them that she only has cloudy images in her head. ‘But I can feel your bio-readings. They are familiar to me’ she declares, adding that she knows she is in the right place.

Dimitri asks Fantasma if she can tell them anything else about her vision. ‘You mentioned death would come to us all. Is there anything else you remember?’ he remarks. The sorceress replies that to be honest it is all a jumble in her head. ‘I remember only the feeling of death surrounding me. The haunting screams of the dying and those yet to die!’. Suddenly, Galina and Reena rush into sickbay: ‘Guys! Guys! Guess what!’ Reena exclaims excitedly. ‘Galina found something!’ she announces. ‘Oh, Fantasma is finally awake now?’ Galina asks. ‘Thanks for telling us’ Reena snaps. ‘Get over it’ Dimitri barks, before asking them what they found.

‘The vortex that Fantasma fell through was not unique!’ Galina announces. ‘I believe it to be some sort of pocket universe or temporal limbo’ she adds, before Anton a.k.a. Red Guardian enters the sickbay: ‘What she is saying is…something else got through!’ he declares as he presses a remote, which turns on a large monitor. ‘Yes, exactly’ Galina scowls, before everyone turns their attention to the monitor - which shows Vanguard, Starlight and Powersurge battling the Sword of Judgment.

‘Bozhe moi! Can it be?’ Mikhail gasps. ‘Yes, Major. It seems like our old friends have returned’ Dimitri remarks, while the Red Guardian announces that this recording was taken only moments ago in St Petersburg. ‘Given the Winter Guard’s history with these people - and Fantasma’s prophecy - it’d be best if we check it out’ Anton suggests. ‘I don’t understand - if they are old friends, why did they leave the Guard in the first place?’ Reena asks. ‘We needed a Darkstar. Ours was dead, so we created a new one’ Dimitri explains. Major Ursus reveals that Vanguard and the others didn’t like that at all, so they left. ‘End of story’ he declares, while Fantasma watches them.

‘Okay, so we just have to go introduce ourselves and recruit them? Sounds simple’ Galina remarks, before asking if Fantasma will be joining them. ‘Given what she has been through, I think it’s important that she recover first’ Dimitri replies. Fantasma remarks that she is sure she will be in good hands. ‘Go with my blessing, my friends’ she remarks.

‘What now?’ Powersruge asks as he, Vanguard and Tania stand over the defeated members of the Sword of Judgment. ‘Now we wait, Powersurge. Fantasma will see we’ve followed her. She’ll make the first move’ Vanguard declares. ‘Her forces are many, and could be anywhere!’ he exclaims. ‘I just hope it brought us the right kind of attention’ Tania remarks. ‘Any attention is the right attention if it brings us closer to destroying Fantasma!’ Powersurge suggests. The Winter Guard’s jet descends overhead, and Vanguard tells his friends to consider the thugs a warp up. ‘Because when push comes to shove - it’ll be up to us to save the world!’

‘On behalf of the Winter Guard, I urge you to stand down!’ Red guardian exclaims as he leaps from the jet, while Darkstar flies alongside him, and the Crimson Dynamo drops down, carrying Ursa Major. ‘This was part of Vanguard’s plan, right?’ Powersurge asks. ‘I think so…’ Tania replies. ‘Just checking’ Powersurge remarks. With his hammer charged, Vanguard stands before the Red Guardian: ‘So, they called in the Winter Guard, eh? We need the help of real heroes - not expendable impostors!’ But the Red Guardian assures Vanguard that they are here as a matter of courtesy. ‘What does the Winter Guard know of courtesy?’ Nicolai asks. ‘You certainly didn’t show courtesy to my dead sister when you defiled her body and her memory!’ Nicolai exclaims. ‘Wait…it’s not like that’ Anton tells him. ‘The hell it isn’t!’ Vanguard exclaims as she slams his powerful hammer against Red Guardian’s shield.

Back at the Citadel, the kindling ignited into a blaze…. ‘I don’t believe I’ve thanked you properly for giving me this tour, Dimitri. I was starting to feel confined’ Fantasma tells Bukharin as they walk through the corridors of the Citadel. Dimitri tells Fantasma that he is glad to see that she is feeling better, and that he hopes this tour will restore her memory. ‘And I’ll admit, it is good to see the familiar face of an old teammate’ Dimitri adds. Fantasma walks close against Dimitri, who tells that that they only recently reopened this base, and are not fully staffed yet. He adds that currently most of their prisoners are transferred to the Mantlov Facility, but they needed a place to contain their very special guests.

They enter the secure facility, and Dimitri motions to a cell, telling Fatasma that it is home to Sergei Krylov, father of Vanguard and the original Darkstar. ‘Sergei Krylov is no more. There is only the Presence’ the diabolical madman declares, before telling Dimitri that it is nice to see he brought along a playmate. ‘She is everything I hoped for…aren’t you my dear?’ the Presence remarks, eyes glaring at Fantasma. ‘I…my…I must save them…I must save them all!’ Fantasma exclaims, before running away, despite Bukharin calling out to her. ‘What did you just do to her?’ Dimitri asks the madman. ‘Now, now, Dimitri - do you think I’d really spoil this surprise for you?’ the Presence replies. ‘Damn it!’ Dimitri exclaims, before asking the computer to locate Fantasma.

The Computer searches, before announcing that a life-form matching Fantasma’s biological data is headed toward the sub-basement. ‘Lovely’ Dimitri mutters as he makes his way to the sub-basement. He passes a large sign which reads “re-construction begins at this point”, and the computer informs him that he is entering a restricted area, so no further data is available. ‘This just keeps getting better’ Dimitri remarks , before noticing a large gaping hole in the floor of the sub-basement, with some mysterious glowing smoke-like substance, rising from the hole. ‘Fantasma?’ Dimitiri calls out as he steps to the edge of the hole. ‘Dear, God…what is all of this?’ Dimitri demands.

Standing amongst large red egg-like pods, with faces staring through the eggs, Fantasma looks ahead blankly as she declares ‘What it is…is what it always was…my destiny!’ She runs a hand through her hair as she exclaims ‘Look at it - it is all so beautiful. So much beauty!’. Fantasma announces that, as a foundling, she was always confused, living in a human’s world. ‘I never had a sense of belonging or understanding. But now…it has all been made clear to me!’. Fantasma crouches beside one of the eggs and puts her hand to it, declaring that the Citadel was their fertility center, a place where science and sorcery converged.

‘These eggs were a precautionary measure…hidden from prying eyes…’ Fantasma explains, as her body begins to change. ‘They have spent many months waiting to be fully birthed…waiting for a surrogate mother to raise them. I am that mother. I am their salvation!’ Fantasma exclaims, her body turning purple, her hands become deadly talons, her eyes glowing green. She transforms even further, declaring ‘The Dire Wraiths will be reborn!’. ‘All this time we served together…’ Dimitri remarks, before Fantasma discovers that the eggs are not yet fully fertilized.

Fantasma turns her attention to Dimitr: ‘No matter, I know just how to remedy that….’ she exclaims as her tendrils reach for Bukharin, who begins to run from her, while ordering the computer to contact the Winter Guard. ‘Winter Guard cannot be reached’ the computer replies. ‘Alright. Computer, contact the support staff!’ Dimitri orders. But the computer replies that the support staff cannot be reached. ‘Damn it!’ Dimitri declares as he runs along a corridor, past the prisoner containment facility, with Fantasma’s tendrils still reaching for him. Dimitri orders the computer to prepare the armoury, but the computer replies that the armoury is inaccessible. ‘Override code 11091951!’ Dimitri exclaims.

‘Run all you like, Dimitri…I’ve already begun to infect your headquarters. There is no use escaping!’ the transformed Fantasma warns him. Suddenly, the voice of the Presence tells Fantasma to come now, as Bukharin is of little consequence in the grand scheme. ‘You?!’ Fantasma exclaims as she stares at the Presence, her horrific new form reflected in the Presence’s large helmet. ‘Let me show you what the universe has in store for us!’ the Presence exclaims, eyes crackling with energy.

Meanwhile, ‘We don’t want to fight you!’ Reena exclaims as she traps Vanguard in Darkforce bonds. ‘But I want to fight you - the mere sight of you disgusts me!’ Nicolai tells her. ‘You’re a mockery of everything my sister stood for!’. Red Guardian moves towards Starlight - formerly known as Red Guardian herself, and tells her that she may be powered by the cosmos, but he fights with science - ‘And science is awesome!’ Anton declares. While the Crimson Dynamo lies motionless nearby, her armor smouldering, while Ursa Major grabs Powersurge and asks ‘Do you really think you can withstand the unsurpassed power of Ursa Major?’. Powersurge boasts in reply: ‘I’m made of a million atom bombs! I’m pretty sure you’ll lose!’

‘I have had enough of this foolishness!’ Vanguard shouts as he breaks free of the Darkforce bonds. Red Guardian radios to the Crimson Dynamo, telling her to show Vanguard how well she plays possum. ‘You’ve got it, Red!’ Galina replies as she blasts Vanguard with her energies, adding that she questions the mode of this attack. ‘As well you should - my abilities are stronger now than ever!’ Nicolai exclaims, adding that he will be happy to demonstrate, as he discharges the energy he absorbed from Crimson Dynamo into his hammer, out at the Red Guardian, who manages to deflect the energy off his shield. ‘Your team doesn’t listen very well, Vanguard’ Anton remarks. ‘When I said I fight with science, I meant it!’ he boasts as the deflected energy up into the air, striking Starlight.

‘Tania!’ Vanguard calls out as Starlight begins to fall to the ground. ‘Don’t worry, miss! I’ve got you!’ Reena exclaims as she flies over and catches Starlight in Darkforce bonds. ‘As you can see - I always win!’ Ursa Major booms as he slams Powersurge against the ground. Red Guardian, Ursa Major and Crimson Dynamo gather together as Anton tells Vanguard that his team has been defeated. ‘Looks like we didn’t need Fantasma’s help after all’ Galina exclaims. ‘Fantasma? You’ve seen her?’ Nicolai asks. ‘Please, I beg of you…tell us where she is!’ he pleads, before Anton asks him if he is going to simmer down and listen.

Soon, the Winter Guard and the Protectorate are onboard the jet, heading back towards the Citadel. ‘Okay, we’ve explained how we found Fantasma in a crazy anomaly thing - but why exactly are you after her?’ Reena asks. ‘Bah! This was a bad idea. These inexperienced fools will -’ Vanguard begins, before Starlight reminds him that they are all on the same side. ‘For starters, that “anomaly”, as you called it, is a gateway to Limbo!’ Starlight reveals.

Flashback, narrated by Starlight:

Starlight explains that it is the realm of the Timelord known as Immortus - a powerful being who can manipulate the very essence of time and space. Starlight explains that after Vanguard, Steel Guardian, Fantasma, Perun, Vostok, Powersurge and she left the Winter Guard, they formed the Protectorate, and used all of their abilities and resources to find Immortus. Desperate to get Laynia back, Vanguard pled with Immortus and asked him to manipulate the time-stream for Laynia to return.

Immortus was intrigued by this offer, and as the Dire Wraiths, a race of hideous shape-shifting monsters, had infected Immortus’ realm, the Protectorate agreed to serve as Immortus’ personal guard for a period of one year, to help Immortus eliminate the threat posed to his kingdom. The Protectorate valiantly fought against the Dire Wraiths. But time passes differently in Limbo. A year can feel like an eternity. In that time, relationships were forged - Vanguard and Starlight become a couple. And lives were lost - Steel Guardian a.k.a. Josef Petkus was slain by a Dire Wraith who shoved a tendril through Josef’s chest.

But just when they thought all of the Wraiths were destroyed, fate had something else in store for the Protectorate - Fantasma - who they long believed their ally - was herself a Dire Wraith. And after finding a tear in time and space, she escaped back to Earth.


Starlight explains that they followed Fantasa here, and declares that the Wraiths are an infectious scourge that must be destroyed. ‘I always through there was something funny about her’ Mikhail remarks. ‘There’s nothing funny about this situation’ Red Guardian exclaims, before announcing that the Citadel has been compromised and that he has not been able to reach Dimitri. ‘And judging by what’s on screen - we have some monsters to fight!’ Anton exclaims as the jet soars towards the Citadel - which is now hovering in the orange colored sky, while deadly winged creatures swarm about…and the inferno that erupted threatened to consume the world!

Characters Involved: 

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

Fantasma, Powersurge, Starlight, Vanguard (all Protectorate)

Dimitri Bukharin

The Presence

Dire Wraiths

Sword of Judgment soldiers

In Flashback :

Fantasma, Perun, Powersurge, Starlight, Steel Guardian, Vanguard, Vostok (all the Protectorate)


Dire Wraiths

Story Notes: 

Fantasma, Vanguard, Starlight and Powersurge all returned in Darkstar & the Winter Guard #1.

The People’s Protectorate teamed with Alpha Flight and the Avengers in the neo-classic “The Crossing Line” [Avengers (1st series) #319-324.

Crimson Dynamo and Fantasma (then known as Fantasia), along with the rest of the People’s Protectorate - Red Guardian III, Perun and Vostok (then known as Sputnik), tried to kill Ursa Major, Darkstar and Vanguard in the team’s debut - the classic Captain America (1st series) #352-353.

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

The second Darkstar, Sasha Roerich, debuted in Hulk (4th series) #1, some time after Laynia’s death. Given the complexity of Darkstar’s power it is possible the officials were working on Darkstar II some months before she debuted, as Vanguard and co vanished long before she appeared.

The Citadel is a former base of the Dire Wraiths, later taken over by the Soviet Super-Soldiers as their headquarters. [Rom (#45-46]

Fantasma being revealed as a Dire Wraith fits in well with what little is known about her. However, in Incredible Hulk (1st series) #393, she revealed her “true self” to a member of the Pantheon.

The long-suffering Starlight had been in a relationship with the Presence since around the time she was subjected to nuclear energies. [Defenders (1st series) #53]

Immortus’ Limbo should not be confused with the Limbo associated with Illyana Rasputin and Belasco.

The flashback takes place after New X-Men (1st series) #130

Not seen or mentioned this issue is Sibercat, the only other confirmed member of the original Winter Guard.

Death of Steel Guardian / Red Guardian III. Josef made his debut in Captain America (1st series) #352 alongside the Supreme Soviets, serving as leader for the team right through until the formation of the Winter Guard, where he continued to lead the new team. [Iron Man (3rd series) #9]

The fates of Perun and Vostok remark undetermined, as they were not shown or mentioned to have returned from Immortus’ Limbo.

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

The Sword of Judgment first appeared in Marvel Two-in-One #10 [Thanks to David Gallaher for this information]

The Mantalov Facility is named after writer Bill Mantlo. [Thanks to David Gallaher for this information] Mantlo wrote many of the early stories featuring the Soviet Super Soldiers.

Dimitri's access code is actually Bill Mantlo's Birthday. [Thanks to David Gallaher for this information]

"I must break you", which Reena says, is a line from the film Rocky IV starring Sylvester Stallone and Dolph Lundgren. [Thanks to David Gallaher for this information]

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