Ultimates 2 #1

Issue Date: 
February 2005
Story Title: 

Mark Millar (writer), Bryan Hitch (pencils), Paul Neary (inks), Laura Martin (colors), Chris Eliopoulos (letters), Nick Lowe (assistant editor), Ralph Macchio (editor), Joe Quesada (editor-in-chief), Dan Buckly (publisher)

SPECIAL THANKS TO: Joe Simon & Jack Kirby (creators of Captain America)

Brief Description: 

One year later, Captain America gets air-dropped high above Iraq territory. His mission: to rescue nine aid-workers who have been taken hostage by local terrorists. After fighting his way through the terrorists, Cap succeeds and the hostages are safely returned home. Some praise Cap for his good work, though others are rather skeptical about it, fearing this will mean that super-heroes will secretly be send into the Gulf through backdoors. The Ultimates do their best to deny this, claiming they have no interest in the war going on there whatsoever. Later, Janet and Cap watch a movie together and later walk through the city, discussing it. They get mugged, but of course easily deal with it. Meanwhile, Dr. Hank Pym begins his new therapy session with none other than Bruce Banner! Hank discusses some new super-hero ideas he has for SHIELD with Bruce, including as his potential new role as Ant-Man. At the same time, Thor declares his resignation from the Ultimates, proudly disapproving of them having been sent to Iraq. He seemingly meets up with his friend, Volstagg, in a restaurant, and they discuss the escape of Thor’s brother, Loki. Volstagg comes to deliver a warning from Thor’s father about this dire situation, and he warns Thor that Loki is busy altering people’s minds and reality and this should be taken with caution. Thor claims he’ll deal with his brother as he always has. He is interrupted by a waiter, who claims that Thor has been talking to himself for the last five minutes. Asking if the waiter is serious about that, Thor notices the other restaurant patrons and waiters just staring at him. Later, after attending a World War II veteran roast, Cap and Janet get against their will interviewed by hordes of reporters, demanding to know the truth why they both lied about not knowing the true identity of the Hulk! Every major news channel has been handed SHIELD files containing Banner’s identity as the Hulk. SHIELD and the president of the U.S. do their best to contain the public outcry, but that is easier said than done. At his cell beneath the Triskelion, Bruce himself is also shocked to discover he’s been outed!

Full Summary: 

One year later…

Northwest Iraq…

Captain America jumps, without wearing a parachute, out of an helicopter. Holing his arms and legs close to his body, the good Captain dives into the ocean below.

At a meeting room…

The other Ultimates are in a meeting with Nick Fury and some other SHIELD soldiers. Hawkeye asks what they are talking about here: a hundred and fifty foot drop from a Blackhawk into the Euphrates?

Fury explains that’s not even an option, believing that, even with night-cover, all nine hostages would be dead before Cap even touched the water. They need a six hundred foot drop for maximum invisibility and at least five miles distance between landing point and Al Haditah itself. They’re told there’s a pretty decent sewage system on the outskirts of town so t hat’s two miles of swimming and three miles of wading before Cap even reaches point zero.


Without looking back, Cap keeps swimming.

The meeting…

Clint wonders where they fit into the picture. Fury states that everything overt’s going to compromise the mission, but they’ll have Quicksilver and the Scarlet Witch ten miles east and both Hawkeye himself and the Black Widow circling overhead for an airdrop.

Natasha asks what their actual status is. Are they just tourists on this operation? She asks Fury if he really thinks Captain America’s even going to need them down there. Fury responds he just doesn’t like taking chances.

Fury again explains the situation they have here, despite the fact the Ultimates all saw it on the news. These terrorists got nine aid workers up there and they all saw the mess they made two miles north of Basra. Last thing they need is nine little body bags lined up at Dulles Airport.

Pietro hopes Fury will be ready for the fallout when all this hits the fan. He knows that they may not care about him or his sister, but Fury promised the public that the super heroes would only be used domestically.

Fury smiles that’s the thing about being a grown-up. Sometimes you’ve got to break these little promises.


Getting near the house where the hostages are being held, Cap spots some soldiers and quickly attacks them. The soldiers open fire, but Cap’s fast punches help him gain victory. One of the soldiers hits a car, causing it to explode! Cap jumps away from the flames, kicking two soldiers out of his way at the same time. More soldiers open fire on him, but using his shield to protect his face, Cap also uses it to make the bullets bounce off. They hit the car the soldiers were hiding behind. The car explodes, catching the terrorists in the flames!

Cap runs towards the door and uses his shield to make it bounce off against the face of the goon guarding it. The terrorists inside the house quickly try to close the door, but Cap keeps running at them, warning the terrorists not to even think about doing that.

The terrorists close the door anyway, with more terrorists guarding their hostages. Cap smashes through the wooden door, and once inside immediately asks the hostages if they are in descent shape. Stuttering, one of them claims they pretty much are. Cap says that’s good, promising everything’s going to be fine now. Transport is going to be here in less than forty-five minutes. They are all going home.

All of the terrorists point their guns at Cap, who glares at them. He warns them to listen to what he’s about to say. They all know who he is and what he can do. He wants the terrorists to surrender their weapons, so they might – just might – live to tell their grandchildren about this little episode. But, he coldly warns, if they touch those triggers, he swears that not even their own mothers will recognize them. Not saying anything for a while, the terrorists all look at each other, doubting. They eventually all drop their guns and put their hands in the air. Cap smirks, saying that they’re clever boys.

Some time later, back in America, the airport…

The news reports about the homecoming of the hostages. They state that the president was waiting with friends and family to greet these nine brave men and women after their terrifying fourteen-day ordeal. A woman is interviewed and asked about Captain America. She doesn’t know what else to say than that he’s the best. He’s the reason they’re still breathing and back on American soil.

Meanwhile, Tony Stark is also being interviewed by Larry. He finds the woman’s claim exaggerating. He claims that some people are saying something else. They’re saying that the Ultimates just overstepped their mandate and used a Person of Mass Destruction in a very delicate foreign policy situation. Tony defends that he doesn’t think Captain America qualifies as a “Person of Mass Destruction.” Secondly, he adds, these aid-workers Cap rescued were all American citizens and this rescue situation had the backing of both the Red Cross and the U.N. Security Council. He promises this isn’t some plan to sneak super-humans into the Gulf through the back door or whatever. This was a straightforward humanitarian mission.

Larry replies that, this morning, Thor said he believes otherwise. Standing proudly on some rubble in the city and holding his hammer up, Thor tendered his resignation from the Ultimates, because he says Cap was doing the exact opposite of what Tony is saying. A lot of his followers cheered for that decision. According to Thor, this whole Homeland Security thing was just one big scam to get public opinion on the Ultimates’ side before launching preemptive strikes against anyone who ticks them off. Larry asks Tony what he’s got to say about that. Is he worried the government might be squandering all that public trust the Ultimates build up after all those big rescues last year?

Tony admits that Thor is a good friend of his. He was out for a drink with him just the other night, but they’re talking about a former psychiatric patient who thinks he’s a Norse god. Tony admits that Thor is great company, but his conspiracy theory he’s putting around that the Ultimates are going to end up as some kind of storm-troopers for the oil industry, that’s as outrageous as these visions he keeps having.

Larry asks Tony to wait a minute. Is he giving him a firm guarantee that he would never take part in a preemptive strike against any kind of rogue state acting contrary to American interests? Tony defends that he built the Iron Man suit so that he could give something back and, hopefully, meet some cheeky, little honeys at the same time. He’s honestly not interested in becoming some kind of Martini-swilling smart-bomb.

Downtown New York City…

Cap and Janet have just leave the movies and discuss it while walking over the streets. Janet claims that the movie they just saw isn’t as good as the Japanese version, but it was still pretty slick. She asks Cap if he realizes Gere actually made two good movies in a row this year and wonders if that’s some kind of record. Steve will take Janet’s point for that, as he wonder’s what’s the deal with all this potty-mouth in the movies lately. Why does every movie these days have to feel like a sailor wrote the script?

Janet smiles it’s just realistic. Even he swears sometimes. Cap admits that, but he doesn’t need to hear it every time he goes to the flicks. Likewise, as they pass a “nudity bar,” these dames don’t need to show him everything they’ve got just because he paid ten bucks for a ticket. Janet tells Steve to give her a break: this was the safest movie doing the rounds right now. He killed guys with his bare hands, for God’s sake. She doesn’t want to be made to go see the Sponge Bob movie.

Cap apologizes to be a grouch. It’s just that stuff they were saying in the papers this morning. He couldn’t stop thinking about it the whole time he was sitting at the movies. Janet doesn’t want to get started about that. Just the idea of Steve being out there risking his life for those people and then coming home to find all this idiots taking him apart tears her up. Actually, Steve admits, that wasn’t the thing annoying him. He couldn’t give a damn what they’re saying about him. It’s what they’re saying about Janet that’s driving him nuts. He means, six months ago, that crackerjack in the New York Times had him down as Man of the Year and now he’s written this whole editorial about Janet being an adulteress. He swears to God, if this creep wasn’t wearing glasses, he’d punch him.

Janet reminds Cap that they’re public figures now. This is the flipside of all those ticker-tape parades and big gala dinners people invite them to. Steve knows that, but snapping pictures of Janet coming out of his apartment, zoom-lens shots of them walking the dog is too much. Janet tells Steve that he’s Captain America. He’s also dating a married woman who also happens to be the Wasp. Did he really think people weren’t going to be interested? Steve just thought they’d show a little more restraint. Janet sarcastically welcomes her boyfriend in the 21st century.

Steve apologizes, realizing he’s ranting again. Janet is glad Steve at least stopped moaning about body-piercings and women with tattoos. Steve hugs her, wondering if this sixty-year gap ever gets Janet down. He means, does it ever feel like she’s dating Buck Rogers or something when they’re having a conversation? Janet doesn’t even know who the guy is Cap is talking about. Cap looks at her, doubtful. Janet smiles that she’s kidding. She tells him to just save all that gripping for the lodge tonight. He and all the other old-timers can complain about the modern world to his little heart’s content.

Some street punks call out to Janet, calling her “baby.” Steve wants to know what’s going on. A punk thinks Cap must be stupid or something. He wants them to hand over everything they’ve got and to hurry up, because he’s losing his patience. Noticing the gun pointed at his head, Steve wonders if they’re being “mugged” here. The punks confirm it, thinking Steve must be high or something. Janet and Steve smile at each other. The punk holding the gun wonders what’s wrong with them, and what’s so funny. Janet and Steve quickly start fighting the thugs, of course easily winning from them.

The Triskelion…

Dr. Hank Pym is guided into a large, underground lab. A SHIELD agents goads him that he saw Hank’s wife’s boyfriend hospitalized another couple of guys over in the Village this afternoon. He asks Hank if he realizes how much money he could make selling his side of that story now. While being checked-up for carrying potential weapons, Hank asks the agent if he really thinks he cares about that. Newspapers are for idiots. He wonders who pays money to read that garbage needs to have their head examined.

The agent smirks he’s just making conversation. He asks Hank if he knows the drill by now. No touching anything, no crossing that big white line on the floor, no telling anybody he even heard of Doctor Banner. Hank jokes if the agent really thinks he should toss out that T-shirt that says, “The Hulk is really a top-secret SHIELD employee?”

As Hank walks through a thick door, which gets closed behind him, the agent calls him a jackass, wondering why Fury even keeps him around.

Hank faces a large window. A familiar voice mentions he’s afraid “Clarice” will have to stop dropping by like this, as people will say they’re in love. Looking at none other than Bruce Banner, trapped in a big cage, asks the guy how long he’s been waiting to say that. “Twenty minutes,” Bruce jokes. Hank asks Bruce how his new cell is, and if those pills Doctor Brankin prescribed still keep him nice and relaxed in there.

Bruce shamefully admits that he only turned into the Hulk once in the last six weeks, and asks Hank if he knows what he did back then. He just sat on the bed and watched Curb Your Enthusiasm until he shrank back down to normal again. He also admits that these psychic sessions with Charlie Xavier have really helped suppress all the rage. Brankin’s even talking about letting Betty in here in a few weeks time. He asks if Hank knows she’s written Brankin a letter a day for the last six months just asking for a little quality time with him.

Hank jokes that somebody sounds like she’s hitting her thirties. Bruce sarcastically grins about that remark. He asks Hank how he did on those new super-hero ideas last week, wondering if Fury’s sitting on another big chunk of federal cash and he’s desperate for the both of them to come up with something nice and bright to sell to the public. Hank, putting on a helmet, claims that he actually came up with some amazing stuff. He had nothing for days and then he just sat down and came up with five different super-soldiers all in a single night. Those notes Bruce had for his Ultron idea were absolutely brilliant. But he had this crazy notion for the ants he really wanted to run past Bruce first.

Bruce thinks this is great. He can’t believe he and Hank never worked together in the past. They’ve got such an amazing synergy going on here. Suddenly, Hank shrinks, and only his lab coat can be seen! Bruce calls out to him. He doesn’t get it. What did Hank just do… turn invisible or something? Talking very computer-like, Hank denies that, thinking that’s crazy, as the Fantastic Four already got that light-sensitive girl. He just figured out a way to shrink himself down and still stay in contact with the insects there. He tells Bruce to stand a little closer to the glass and he’ll see him. Hank’s speaking to him through the helmet’s radio-system.

Shocked, Bruce can’t believe he’s looking at Hank sitting on a bug! Hank doesn’t know why Bruce is so surprised. Thor has resigned. Tony is always too busy to do the Iron Man thing and there’s no way people are going to let Giant-Man back on the team. So, he thought he’d ask Fury if he’d sneak him back with a brand new name and a whole new background. He asks Bruce how he thinks the code-name “Ant-Man” sounds like.

Terrace In The Sky restaurant, Morningside Heights, a stormy night…

Thor walks into the restaurant, with his boots soaking wet. Though all the other customers stare at him, Thor ignores them and apologizes to Volstagg for being late. He was creating a storm over a rice-field in Ethiopia and none of the locals was wearing a watch. Volstagg tells Thor not to worry about it. He’ll have to forgive him for starting dinner without him, as he’s already feasting on a large baked chicken. However, it’s been five hundred years since he set foot in this world and he’d honestly forgotten what chicken even tasted like. Thor goes to in front of his friend.

Volstagg is glad to hear Thor finally left the Ultimates. The only thing that puzzles him is why he even associated with those “idiots” in the first place. Thor smiles that he needed them as much as they needed him. Helping the Ultimates out in a few little brawls is what gave him this global profile he’s enjoying at the moment. And, Thor defends, not everyone in the Ultimates are idiots. Some of them are very fine men indeed. Volstagg calls them agents of the New World Order. And this agenda they’re following puts them completely at odds with everything he’s been sent here to do. It’s essential that Thor remember that.

Thor wonders if this is why Volstagg requested audience with him. To lecture him about the company he’s keeping? As Thor still ignores all the restaurant visitors staring at him, Volstagg denies what Thor just claimed. He’s here with a message from his father. Odin asked him to tell Thor that his brother has escaped from the Room Without Doors and swears vengeance for their last encounter. Thor doesn’t think that matters. He beat his brother once and will beat him again. He beats Loki every time they lock horns, isn’t that right?

Volstagg eats a burger, and after it wipes his mouth clean. He mentions that it’s different this time. This time, Loki has allied himself with something even Thor can’t match and, if their wise men are correct, he’ll assemble the super-people against Thor as well. He asks Thor if he can’t feel Loki moving the scenery around them? Reality is being rewritten even as they speak and this warning should be taken with the utmost seriousness. Loki is going to poison the Ultimates’ minds against him, so he’s best to be prepared. What comes next is like nothing he’s ever seen before. Thor takes a drink, and tells Volstagg not to worry. He’ll be ready.

A waiter apologizes for interrupting Thor, but asks if he’s waiting for a friend or if he’s eating alone here. Thor asks the waiter what he’s talking about. He’s sitting with a friend. He introduces the waiter to Volstagg the Voluminous from Asgard. He’s hardly the type you don’t notice. The waiter again apologizes, not meaning to embarrass Thor, but he’s actually just been talking to himself for the last five minutes. The other diners are starting to get a little scared. Thor, startled, asks if the waiter is serious about that. The waiter tells Thor to look for himself and see. Thor does so, and sees all of the other diners and waiters staring at him.

The lodge…

All of the World War II veterans walk out of their club, having had a fun night out. Among them are Bucky, Gail, Steve and Janet. Marty tells his friend Bucky this had to be the funniest roast he ever heard. He can’t even believe they hired Cap’s costume that time and he had to fight the Nazis in his underwear. Bucky swears to God, Marty should have seen the Nazis’ faces. A living legend Cap may be, but he looked like such a goofball in those long-johns.

Gail, putting her arm around Steve’s, tells him not to listen to them. She knows for a fact he looked a picture in those long-johns. Bucky warns Gail to be careful, as she isn’t engaged to Steve anymore. She better remembers she moved onto bigger and better things now. Janet smiles that Gail can have Steve. Gliding into his arms, she jokes that those two hooking up again just leaves things open for them. Bucky smiles that Janet got a deal, and he asks Carmine if he’s seeing this. Carmine mocks Janet to be careful how she squeezes Bucky: any tighter and he’s going to bust that colostomy bag of his.

Once outside, the veterans are all surrounded by the press! A reporter from the NBC news asks Cap if he has any comment to make about the Hulk situation. Steve warns the reporters to hold their horses, as this is a little private time and they can’t just bust in there like this. Another reporter asks Cap if he and the Wasp would like to explain why they both repeatedly lied when they said they had no idea who the Hulk was or what his relationship was to Betty Ross. Shocked, Janet and Steve don’t know what to say. Stunned as well, Bucky asks Steve what the reporters are talking about.

All over the world…

Newsfeeds can be seen everywhere about the news concerning the Hulk. Anonymous files were sent to every major news network in the world, explaining that the Hulk’s name and origins have been known to the security services since the moment he appeared. General Nick Fury, the commander-in-chief of SHIELD, refused to confirm that he participated in this cover-up to protect a man responsible for the deaths of more than eight hundred people.

Hawkeye’s home…

Watching the news at their bedroom, Hawkeye’s wife tells him he better wakes up and sees this.

The news…

Reporters continue to say that, if these reports are accurate, and all signs indicate that they are, then the Hulk is in fact a federal employee whose identity was concealed to avoid a massive public outcry.

Iron Man’s home…

An angry Tony asks his employees where this stuff is coming from. He’s getting SHIELD files ten levels over presidential clearance here. He wants to know who is sending all these.

The news…

Reporters repeat tonight’s main headline: the identity of the Hulk has been confirmed as Doctor Robert Bruce Banner, former director of SHIELD’s super-soldier program and, as the world can see from the pictures showed on viewing screens, Banner is living comfortably in federally-funded quarters one mile beneath the Triskelion. The Ultimates are expected to make an announcement shortly, but first they go live to the White House for an emergency statement from the president of the United States.

The Triskelion…

In the middle of eating a sandwich, Bruce is shocked to hear about this breaking news…

Characters Involved: 

Black Widow, Captain America, Hawkeye, Iron Man, Quicksilver, Scarlet Witch, Wasp (all Ultimates)

Bruce Banner, Hank Pym, Thor (former Ultimates)

Bucky & Gail Barnes

Carmine, Mary and other World War II veterans

Larry King (TV reporter)

Laura Barton (Hawkeye’s wife)

Nick Fury

several other SHIELD soldiers (all unnamed)

several kidnapped people (all unnamed)

several terrorists (all unnamed)

several TV reporters (all unnamed)

several American citizens, restaurant visitors, waiters & street punks (all unnamed)

throughout Thor’s “fantasies”:

Volstagg the Voluminous

Story Notes: 

This issue takes place one year after the invasion seen in Ultimates (1st series) #13. Some changes have been made during this year-jump, off-panel: Thor is no longer part of the Ultimates, while Quicksilver and the Scarlet Witch are being pulled out of the shadows to operate as more public covert agents. Cap and the Wasp have been dating for a while, while Janet seems to have shunned most conversations to her former husband, Hank Pym. Pym himself has been re-hired by SHIELD as Bruce Banner’s psychiatrist, who also shared psychic session with Professor Charles Xavier.

It’s a bit unclear where the meeting between Nick Fury and the Ultimates is taking place: it could be somewhere inside the huge Triskelion base, but since Fury plans on sending in his troops if necessary it’s much more presumable that they are meeting somewhere in a base near Iraq.

Larry King is the host of the long-running CNN prime time talk show, “Larry King Live.” Prior to that, he was known for his syndicated newspaper columns and his radio show.

The movie Captain America and the Wasp went to see was “Shall We Dance,” a 2004 movie based on a 1997 Japanese original. It starred both Richard Gere and Jennifer Lopez.

“Sponge Bob Squarepants” is a popular cartoon show about a talking sponge, and a movie was made about the show.

First mentioning of the Ultron idea, which gets later further explored on throughout the series. It’s also the first mentioning of Volstagg to possibly exist in the Ultimate universe. It’s also the first mentioning of Loki, Odin and “The Room Without Doors.”

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