What if…? (2nd series) #7

Issue Date: 
December 1989
Story Title: 
Wolverine, Agent of S.H.I.E.L.D.

Jim Valentino (script/layouts), Rob Liefeld (pencils/inspiration), Scott Williams (brushes/quills), Ken Lopez (calligraphy/sfx), Tom Vincent (colors/hues), Craig Anderson (grumbles/complaints), Tom DeFalco (head honcho), Rob Liefeld & Scott Williams (cover art)

Brief Description: 

The Watcher tells us of one alternate reality in which Wolverine is not recruited into the X-Men after his battle against Hulk and Wendigo, but into S.H.I.E.L.D. While in S.H.I.E.L.D., Wolverine teams up with Nick Fury and the Black Widow to stop an secret infiltration of Hydra within S.H.I.E.L.D. itself. Wolverine also assists in a raid on Hydra headquarters where they take down Baron von Strucker and Hydra. Upon joining S.H.I.E.L.D. full time, Wolverine goes on many adventures and rises to Fury’s second in command. In time, he meets with Professor Charles Xavier but, rather than joining him, he offers for them to work together. Eventually, Fury is killed when he is attacked by a Strucker LMD while he is piloting a flying car which ultimately crashes. With Fury’s death, Dum-Dum Dugan decides to retire and Wolverine becomes the new director of S.H.I.E.L.D. While director, Wolverine stops many of the ugly events in mutant history – “Dark Phoenix Saga” and “Days of Future Past.” He also uses his authority to teach this reality to peacefully co-exist with the mutant population, making his name revered for all posterity.

Full Summary: 

He has known many names in the fullness of his life – Weapon X, Logan, Wolverine… In his time, he has been a man of the wilds, a special agent for the Canadian government and a member of the X-Men, for such was the course his life took in your reality. But there are other worlds in the multiverse. Realities separated by the thinnest of curtains where destiny has taken a different course than the one you know. I am the Watcher, and I have seen these other worlds, including one on which the man named Logan did not join the X-Men but, instead, became known as Wolverine, agent of S.H.I.E.L.D.

There are turning points where one reality separates from another. A choice is made, a path is decided upon and the course of destiny is irrevocably re-routed. These junctures originate at a common reference point in the multiverse. Such a point occurred during one of Wolverine’s reported encounters as an agent of the Canadian government. Sent to intercept and, by any means necessary, halt the intrusion of the Incredible Hulk into Canadian territory, the diminutive mutant found himself battling both the gamma-ray irradiated Bruce Banner and the creature known only as the Wendigo. In the aftermath of this confrontation, each would go his separate way with Wolverine soon to be called into service by Professor Xavier. Or so it went on your world. On this world, Logan would be picked up after the combatants had long since departed – not by James Hudson alone, but also by S.H.I.E.L.D.

As Logan stands in the middle of the Canadian wilderness, a S.H.I.E.L.D. helicopter arrives on the scene and, addressing him as “Weapon X,” a voice tells him to please stand his ground. When the helicopter lands, Nick Fury exits and tells Logan, or whatever he’s callin’ himself these days, that they need to have a pow-wow. Logan asks izzat so and then asks Fury what he wants. Fury replies that he needs his help. S.H.I.E.L.D. needs his help. Logan tells him that’s Wolverine to him, bub. An’ he’s an agent of the Canadian government now. Fury retorts so he hears. Weapon X, right? That’s why he brought Hudson there.

Just then, James Hudson informs Logan that they’ve agreed to loan his services to the United States for… Cutting him off, Logan asks “loan?” Snarling, he tells Jimmy-boy to get one thing straight. Wolverine ain’t no one’s property ta “loan.” He then tells Fury that he wants to hear what he’s got and he’ll decide whether he’ll help him or not.

A short time later, the adamantium-laced mutant arrives at the S.H.I.E.L.D. Helicarrier. Aboard the Helicarrier, Logan tells Fury (calling him “Patch”) that he’s agreed to come this far, but his patience is wearin’ thin. Either he tells him what would bring him all the way to Canada to come get him personally, or he’s outta there. Fury tells him awright, just keep his shirt on, short stuff. The situation is this: their internal security has been breached by an advanced model of Hydra LMDs. Their problem is that their sensors can’t detect ‘em. They’ve got fingerprints, retinas, the whole nine yards. When Logan asks how he knows they’re there, Fury tells him they caught an agent with top security clearance tryin’ ta transmit classified data. He blew himself up, rather than be caught. Logan asks ‘zat so and then asks what an LMD is.

Entering a briefing room, Fury tells Logan that he’ll show him. He’s asked Dum-Dum and the Black Widow ta sit in on this briefin’. Upon seeing Logan, Dum-Dum Dugan asks him “how ya doin’ squirt?” Logan retorts by saying “least I ain’t fat.” Via a display screen, Fury explains to Logan that LMD stands for Life Model Decoy – an advanced android design made ta look like an’ pass for a human being. Up till now they thought the technology was S.H.I.E.L.D.’s exclusively, looks like they wuz wrong. Not only have they managed ta swipe it, but they’ve improved on it ta boot.

Logan proceeds to ask Fury what he wants him to do. Fury answers that they figured with his mutant senses he could sniff ‘em out and destroy ‘em. Smiling, Logan says he was hopin’ he’d say that. The mutant proceeds to unsheathe his razor-sharp claws from their housing in his forearms and with unbelievable speed and viciousness guts Fury’s second-in-command much to the horror of the two witnesses. Once Fury sees that they got to Dum-Dum and that he was a LMD, he exclaims that he can’t believe they got this close ta him. Logan tells him to believe it, bub.

Enraged, Fury exclaims that tears it. He then tells Wolverine that he wants him an’ the Widow to track down every one ‘a them. He’s gonna use every resource available ta find Hydra. They must have the real Dugan and he wants him back. Putting his mask back on, Logan tells Patch that suits him. Turning to Widow, he says he’s heard of her. Word is she’s good. He wants her to know this could get very ugly, darlin’. Widow replies that it usually does. Let’s go.

They climb to the rafters to better conceal their movements through the gargantuan structure that is the Helicarrier. As they do so, Logan thinks to himself that the Widow is a real pro. He likes that. Nice ta see someone who lives up to their rep. Wolverine is attuned to every scent – each body beneath him is an open book to his advanced olfactory senses. Turning to Widow, Logan informs her they have a whole room full of ‘em. Not a single human among them; she ready? Widow replies that she was born ready.

Leaping down at the LMDs, Logan responds that he bet she was. The heroes attack with feral intensity. No battle cry escapes their lips, no words of bravado urge them on, they have no need of such, for they are the best at what they do, and what they do isn’t very nice. Once all of the LMDs have been destroyed, Widow points her weapon at a S.H.I.E.L.D. agent. Stopping her, Logan tells her that he is a human. He must’a been a late arrival. After Widow laments that could have been a huge mistake, Logan tells her but it wasn’t. He stopped her in time. As Widow messes with her hair, Logan tells her that if it’s botherin’ her, he can take care o’ that problem, too.

Later, Fury asks Logan and Widow that they took all of ‘em out in forty-five minutes. Logan answers that it took them that long ta go through the joint. Takin’ ‘em out took no time at all. Widow, with her new shorter hairstyle, proceeds to ask Fury how his search went. Fury replies that they found their base – it’s in the Appalachians. They can be there in minutes. Turning to Logan, he asks him if he’s in. When Logan says sure, he’s always up for a good scrap, Fury informs them of the game plan. Logan and Widow will work together while he heads the assault team.

In short time, Fury and his troops burst into the secret Hydra base. Inside a secret room where Dum-Dum Dugan is being held captive, Baron von Strucker mentions to Madame Hydra that they’ve been breached. Madame Hydra says so it would appear. Then let the games begin. As Fury, Logan, and Widow battle, Strucker informs Madame Hydra that they shall take out her first wave in a matter of moments. Madame Hydra tells him not to under-estimate Hydra. Cut off one limb and… Strucker tells her to spare him her sloganeering, it is she who should not underestimate them. They are fierce fighters and they intend to win. Madame Hydra states so does she. The woman with the verdant hair laughs, it is a laugh without any humor, a laugh without any trace of humanity.

The battle stretches on for what seems, for them, like an eternity. Hydra agents, like waves upon a beach, just keep on coming and they keep on falling, human and android alike. Thought outnumbered, S.H.I.E.L.D. will not be outfought.

Eventually, Fury and his troops reach the door of the bunker. When Strucker informs Madame Hydra they are there, she answers that she is aware of that and she has a solution… their friend there. Blasting a hole in the wall, Fury introduces himself to those inside as the guy who’s comin’ fer their butt. Now hand over Dugan an’ they just might let them live. Standing before them, Baron Von Strucker asks his old friend if introductions are really necessary. Surely he remembers him and his Satan Claw just as he remembers him, and of course, Dugan. Take one step closer, Fury, and he shall end his misbegotten life most painfully, he assures him.

Snarling, Logan states that Dugan looks half dead ta him already. A low growl wells up within him and builds to a fever pitch, rising from the pit of his abdomen until it explodes in unfettered fury. With one motion, Wolverine lunges across the room. His razor-sharp adamantium claws sever the Satan Claw from the Baron’s wrist rendering it useless and the Baron himself helpless before a man more animal than human. And even as he strikes, the deadly Black Widow spins on her heels and without one word of warning, shoots Madame Hydra.

Standing over Strucker, Wolverine growls as he tells him to say his prayers. He’s dead meat. Just then, Fury tells Logan to hold it. Ready for the kill, his blood seething with feral intensity, Wolverine turns toward the one who would seek to deny him his prey. Fury informs him that Strucker is his. Wolverine looks deep into Fury’s eyes and he recognizes this as being far more than just another scrape; this is a blood feud and only one of their deaths will end it.

As Fury and Strucker begin their battle, Strucker gains the upper hand initially. Jamming his severed hand and the ensuing electricity emanating from it into Fury’s chest, Strucker tells him that he’s finished. He’s waited forty long years for this moment – forty years! And now he will die! As they battle, a bunch of S.H.I.E.L.D. troops enter the room. When they do, they exclaim that Colonel Fury is being attacked. They’ve got to help him. Puffing on a cigar, Wolverine tells them to hold their fire. This is personal. Noticing a light switch nearby, Fury jams Strucker’s exposed circuitry into it. As he does, he tells Strucker never. Ain’t he learned yet that Ratzis never win? An’ they never will. Thousands of volts of electricity course through Baron Von Strucker’s body until all that is left is a smoldering husk and the pieces of his crumbled dream to pick up.

Shaking Logan’s hand, Fury tells him that he’s gotta tell him. He done real good by them. He’s a real pro. Is there any chance they can get him ta sign on permanently. With his senses an’ fightin’ savvy, he’d make a great S.H.I.E.L.D. agent. Logan says thanks. Comin’ from him, that’s high praise. But he’s not too sure about joinin’ – answerin’ ta someone else just ain’t his style. An’ besides, he still officially works for Canada. Fury states that they’ll let him go his own way. An’ as fer Canada, well, that’s bureaucratic red tape. He can take care o’ that. Logan tells him to do it. He was getting’ tired of that gig anyway. Smiling, Fury says he’ll get right on that… Wolverine.

Nick Fury was able to clear it with the Canadian government. And the man called Wolverine became one of S.H.I.E.L.D.’s most valuable agents. Whether he was battling foes such as M.O.D.O.K. or A.I.M., or fighting alongside allies like Captain America, the Black Widow, or Fury himself, Wolverine proved himself to be a valuable asset to the organization. He quickly earned himself a position as Fury’s second-in-command, an exalted station for one not born in the U.S. And so it would to come to pass that in this reality on a fateful day several months later, Agent Wolverine would receive a strange visitor at S.H.I.E.L.D. headquarters.

Inside an office, Wolverine meets with a bald man in a wheelchair being pushed by a blue elf looking creature, Nightcrawler. Wolverine asks who the bigwig he’s supposed to be meeting. When Professor Charles Xavier introduces himself, Wolverine asks him if he’s supposed to be impressed. Xavier replies that he’ll come straight to the point. Wolverine is a mutant and he has need of mutants, desperate need. Wolverine tells him he wishes he could help him, Chuck, but he’s right in the middle o’ somethin’ big there. Tell him what he can do for him though. Him an’ S.H.I.E.L.D. can keep their eyes on them an’ make sure no one gives him or his people no trouble. They might even be able to lend them a hand once in a while.

So it would be that in this reality Wolverine would not join the new X-Men and Professor X would have one less recruit. But even as the two mutants speak, Wolverine’s “big” project is about to make its presence known. Its target – Nick Fury’s flying Ferrari.

As the director of S.H.I.E.L.D. cruises over the city streets, he is suddenly and strangely attacked by a ghost. When his foe crashes through the windshield, Fury is shocked to see that his attacker is Baron von Strucker. When Fury exclaims that he’s dead, Strucker asks him hasn’t he learned by now that not even death can keep him from destroying him? The Strucker LMD grabs for the Ferrari’s steering wheel in a suicidal attempt to wrest it from Fury’s grasp but the director of S.H.I.E.L.D. clings to it tenaciously, refusing to let go. Their struggle causes the vehicle to spin and roll in mid-flight until, finally, Fury manages to overturn it and gravity does the rest. The robot Strucker smashes into pieces on impact… its work, unfortunately, nearly complete.

The rolls and maneuvers have wreaked havoc with the car’s guidance system causing it to careen out of control right toward Battery Park where lovers stroll and children play in the warmth of the day. Using all the strength and skill at his command, Colonel Fury steers the vehicle into the river. Upon seeing the Circle K line ship in the river, Fury knows that he has to pull up and over it. Only by staying with the barely controllable vehicle is he able to avoid any civilian casualties but at the greatest cost of all. The S.H.I.E.L.D. helicopters arrive just in time to see the explosion. There are no remains, only debris.

Three days later, at Arlington Cemetery, America lays to rest one of the last true heroes of World War Two. It is a quiet ceremony, a solemn ceremony, without the media hoopla a man of the Colonel’s station might expect. He would have liked it. Standing next to Logan, Dugan mentions to him that they offered him the directorship of S.H.I.E.L.D. but he turned ‘em down. He’s gonna retire. It just ain’t the same…without Nick. He recommended him, Logan, for the duty. Logan tells him he appreciates it, but he doesn’t think the U.S. government is gonna turn over the reins of its top spy agency to its latest recruit. Dugan replies yeah, Nick figured the same. He already cut through the red tape – they’re ready whenever you are, runt.

The man called Wolverine did, indeed, become the director of S.H.I.E.L.D., a circumstance that would have a profound effect on the mutants of this reality. Wolverine used his authority to stop Steven Lang from re-creating the Sentinels, thus the woman called Jean Grey would never venture to the moon to try and stop them and this reality would never know Dark Phoenix! Further, Wolverine used his position to discredit Senator Robert Kelley and defeat his Mutant Registration Act. This not only halted the government persecution of mutants, but it also averted the dark future foretold by Kate Pryde Rasputin. This once-savage beast-man would, through his influential position, teach this reality to peacefully co-exist with its mutant population and for that alone his name would be revered for all prosperity.

Characters Involved: 

The Watcher


Colonel Nick Fury

Black Widow

Dum-Dum Dugan

Incredible Hulk


Baron Von Strucker

Madame Hydra


Captain America

James Hudson

Marvel Girl, Nightcrawler, Professor X (all X-Men)

Steven Lang


Senator Robert Kelley

Various unnamed members of S.H.I.E.L.D.

Various unnamed members of Hydra

Various unnamed members of A.I.M.

Story Notes: 

Wolverine fought the Incredible Hulk and Wendigo back in Incredible Hulk (2nd series) #180-181.

Wolverine would join up with Professor Charles Xavier and his X-Men as revealed in Giant-Size X-Men #1.

Jean Grey sacrificed herself to save her teammates from the Sentinels created by Steven Lang in X-Men (1st series) #98-100. This led her to be re-born by the Phoenix Force, and thus led into her becoming the Dark Phoenix.

The Dark Phoenix Saga took place in X-Men (1st series) #129-137.

Senator Robert Kelley tried to put his Mutant Registration Act in place in Uncanny X-Men (1st series) #141-142, the same issues where the dark future foretold by Kate Pryde Rasputin – “Days of Future Past.”

This issue also has shorts entitled “What If…Aunt May was a mutant with claws!”, “What If…Captain America hadn’t been thawed out?!”, and “What If… the Punisher didn’t use guns?”

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