X-Men vs. Agents of Atlas #2

Issue Date: 
January 2010
Story Title: 
Taking the Fall

Jeff Parker (writer), Carlo Pagulayan, Gabriel Hardman, Chris Samnee & Carlos Rodriguez (pencilers) Jason Paz, Hardman, Samnee & Terry Pallot (inkers), Wilfred Quintana & Veronica Gandini (colorists), Blambot’s Joe Caramagna (letterer), Andy Granov (cover), Humberto Ramos & Edgar Delgado (variant cover) Michael Horwitz (assistant editor), Nathan Cosby (associate editor), Mark Paniccia (editor), Joe Quesada (editor-in-chief), Dan Buckley (publisher)

Brief Description: 

1st story:

The X-Men attack Atlas’ HQ to get back Cerebra. Quickly the battle is joined and, in the process, several members of both sides are taken out. In the meantime, Namor returns to Utopia to learn that the X-Men have gone to chase the Agents of Atlas, a group he also has ties to. Somewhere – somewhen – else, the original X-Men face the original Agents from the 50ies and blame Namora for killing Jean Grey. However, quickly they realize that logically their meeting isn’t possible. Jimmy Woo realizes that they are once again caught in a mental loop, thanks to the Uranian’s headband. With the help of Xavier’s astral form, they free themselves. And Namor makes peace between the two teams. The X-Men allow Atlas use of Cerebra to find Venus and the two groups part as friends.

2nd story:

An enraged Aphroidte demands of the captive Venus how she came to be a copy of hers and learns how she was a Siren who was given free will and a soul. Before Aphrodite can harm her any more, the Agents come to free Venus. Aphrodite plans to have revenge by informing Venus’ old master Phorcys of his former siren’s whereabouts.

Full Summary: 

1st story:


Namor returns to its shores to find the meditating Stepford Cuckoos and an (as usual) anxious Pixie. She tells him the island feels a mite more level now. Yes, Namor agrees. Dr. Nemesis has temporarily fixed the buoyancy engine. Now, if there are no more islands he needs to support, he’ll be returning… what are the Cuckoos doing? he asks. Monitoring the X-Men, Pixie explains. Some thieves broke into Graymalkin and stole some mindcore of Cerebra. They have infiltrated a hidden city beneath San Francisco, the Cuckoos announce.

He expects Summers and Frost have this well in hand, Namor remarks, not really interested. Pixie assures him they took a great deal of mutants with them. The Cuckoos address Namor. One of the thieves is an Atlantean-hybrid like him. Namor realizes this can mean only one thing…

In the hidden city of the Atlas Empire, miles beneath San Francisco, the X-Men have just arrived and are soon embroiled in a battle with the hundred of warriors of Atlas.

Cyclops gives orders for his X-Men to split the ranks, while Jimmy Woo orders the Atlas Empire to use non-lethal force.

As Namora beats Psylocke, Archangel calls out to her, asking what’s going on? It’s an emergency, she tries to explain but the next moment Angel is electrocuted by M-11. Namora tells him not to, but is fired at by Storm and Dagger.

Cyclops orders she absolutely has to go down and calls out for Iceman, who freezes her. M-11 blasts him in turn, causing Wolverine to attack the robot, telling himself it can’t be the same damn robot! He’s going down to so many pieces this time, he’ll never be put back together.

Flying at him with a rocket pack, Ken Hale aka Gorilla Man drags him off M-11. He’d love to put the two of them in a vault and watch them just tear each other down and rebuild all day. That wouldn’t get old…

Wolverine threatens the claws will go through him even easier. Yeah, if he can move his arms, comes the reply. He s strong but he ain’t gorilla strong. Ken holds fast to Wolverine’s arms and headbutts him. He puts him down, and M-11 puts a giant Buddha head on him. They just need a little more time…

In Utopia’s medi-center, Professor X is still resting. A doctor asks if he is all right. Scott took all of them, he replies… an army of Mongols. He hears the Cuckoos. There is battle underground. The doctor tells him to rest. Scott and the others will take care of it.

Logan is down, Xavier replies. Psylocke is down. The sea-woman has been frozen, the Cuckoos tell him. Where are they looking? he asks. Sharing the rapport, he sees Beast, then recognizes Gorilla Man and someone is using Cerebra. He is coming, he thinks, Cerebra...

A monk tries to get Beast to release “General Hale.” Beast both recognizes the name and Gorilla Man’s smell. He thinks he’d remember someone looking like him, Hale retorts. Both Beast and Gorilla Man suddenly slump down unconscious.

Jimmy Woo orders Iceman to throw an icewall over his people. A thick one. Dude, he thinks he’s forgetting which team he is on, Bobby Drake replies. He’s serious, Jimmy insists and points above them. Holy—Bobby exclaims as Atlas’ dragon ally Mister Lao spits fire at them, demanding to know who dares invade them?

Emma orders Storm to get it. Storm tries to fire lightning at Lao but fears she is just making the dragon madder. Nightcrawler fires a weapon at him and Iceman is being worn down. Can Scott shut that mouth with a look? he asks. He can’t hear him, Emma replies. He just passed out the same time as Atlas’ leader.

Iceman too passes out but the X-Men are protected from Lao’s fury by a forcefield. Lao orders the robot M-11to drop his shield.

Emma suggests they press the attack but avoid the robot. No! Namor, brought by Pixie, announces loudly and commands both groups to cease the battle. They do the smart thing. Emma remarks he still has the loudest voice. Namor replies that he will not watch two groups to whom he is bound fight senselessly. He will resolve this dispute. Thatis Namor, right? Dagger asks incredulous.

Lao agrees that the Golden Horde will respect their Atlantean ally. He orders Atlas to stand down.

Namor asks what brought this on. Emma explains that Atlas stole the Cerebra unit’s core and the X-Men tracked them back here. It’s an entire city beneath San Francisco. Of course it is, Namor replies. It is the Atlas Empire. Please pardon the rest of them for their ignorance, Emma states sarcastically.

Namor looks at the unconscious Jimmy Woo. If he needed Cerebra he had a good reason. Is he hurt? He could pretend to worry about Scott as well, Emma states. But no. She doesn’t think so. She can’t exert her mind in her diamond form, but she thinks there is psychic energy at work. Thy are active… on another plane…

Elsewhere, in what seems to be the past of the original X-Men:

Cyclops cradles the dead Marvel Girl. Namora (in her original costume) informs him that she did not touch her. But she is here to see Jimmy Woo’s team Department Zero. She orders him to surrender.

She killed her! Cyclops shouts and unleashes his optic blast at her. Namora cracks her head on the rock behind her. Ken is shocked. Jimmy Woo draws his gun. He’s got a clear shot.

Iceman tries to ice up Namora. Cyclops sees Jimmy drawing his gun. They both fire at the same time and are both hit. Hank and Ken shout out in horror.

Angel, in the meantime, brings down Marvel Boy (the Uranian’s past identity). Gorilla Man grabs Angel and frees Bob who thanks him. Ken swiftly swirls Angel around, hitting Hank. What happened to Jimmy? Marvel Boy asks. Cyclops broke his neck, Ken replies. Angel and Beast, in the meantime, find Cyclops dead.

Marvel Boy begins to thaw the ice around Namora but remarks M-11 might be faster.

Angel tries to wake up Iceman while Hank cries out for the Professor. Marvel Boy tells Gorilla Man to get Venus and Ken muses she’s not here.

Angel warns Hank to get ready. They are thawing out Namora and she hits hard. Does he know her? Beast asks. Bobby angrily remarks he doesn’t have to tell them she hits hard. She killed Jean!

Marvel Boy eggs on Namora, but Beast steps between both teams. No, Jean was… Jean’s been dead. And Venus wasn’t with them, Gorilla Man recalls. They were looking for her. None of this is right. Have they been drugged? Namora wonders.

Beast states he believes some phenomenon is at play. When they got here, Atlas had monsters with them that are gone now. He’s right, Ken Hale recalls, but they were fighting them. This is like a dream. Things keep changing.

But Cyclops is dead, Iceman protests. No, he’s not, Cyclops tells him. That was weird. He was floating outside his body. Same for Jimmy Woo.

Bobby insists Atlas is tricking them but Angel doesn’t think so. And he’s starting to remember that he and Namora worked together. When the Hulk came back to Earth, Namora recalls. But she doesn’t work with them yet.

Ken is confused. This is messing with him. He knows in the fifties Jimmy asked Namora to join their secret fed team and she didn’t. She found them M-11 instead. He’s been destroyed but he should be rebuilding himself, shouldn’t he? Namora wonders. No, he can’t do that yet, Ken replies. This is the 50ies, but it can’t be because there weren’t any X-Men yet.

This ain’t the 50ies, Iceman remarks sourly. That’s what he’s saying, Beast states. If only the professor would come back into contact, he’s sure he could unwrap this. Bob can! Jimmy believes. Something like this happened to them before, does he remember? When the Yellow Claw used that gas, Marvel Boy recalls. No, when Captain America came after them, Gorilla Man interjects. Bob connected them and passed out. They all got stuck in his mind… it’s coming back to him. He really doesn’t know what they are talking about, Bob remarks. It’s his headband, Jimmy explains. It glows when he uses his mental powers. He said it was alien technology that wasn’t fully functional in 1958. Now it lets him connect other people’s minds, create dream worlds.

It’s a psychic amplifier, Beast adds. He may be able to contact Charles Xavier for them. Cyclops is uncertain. Can he help? Marvel Boy asks. Xavier is the king of this head stuff, Angel insists. Beast asks Marvel Boy to make him broadcast telepathically. He’ll call for him. Jimmy asks him to give it a shot. Bob asks Beast to call. And he does.

Xavier replies that he hears them and, a moment later, his astral form a ppears. Is he well? Beast asks. He thinks not, Xavier replies. He believes he is slipping in and out of consciousness. The Chuckster walks among us, Iceman announces.

Beast and Xavier call this scene a memory. Ken Hale too remembers. The X-kids came to Africa looking for their professor a long time ago. Xavier was trapped in that temple.

Wow, he had forgotten that, Angel admits. This reality is built of their common memories, Hank realizes.

Xavier explains he was scanning to find the person using Cerebra but the circuit pulled him in too. Bob is the one causing it. He is trying to use Cerebra, but it’s not working right. He believes the mistake was leaving the head band on. The two technologies are not compatible. Damn, why does everything have to get weird with him? Ken sighs.

The background disappears and the Agents and X-Men take on their present forms. Xavier explains that the Uranian’s mind is somewhat alien and he doesn’t have the protocol to use Cerebra. Jimmy Woo explains that their teammate Venus has been taken and Bob’s scans couldn’t find her. Their intel showed that the X-Men had a mental amplifier that could.

Namora adds that they didn’t know if the X-Men would let them use it and there was not time for diplomacy. Not really an apology, Cyclops remarks, but if she’s anything like Namor he won’t expect one.

Then it may surprise him what he senses now, Xavier remarks. Namor has arrived and stopped the battle. He had better get back now to rest. He will share this with their collected people. He wishes the Agents good luck in finding their friend. Jimmy thanks him. They’ll need it!

They wake up. As Namor, Namora Jimmy and Cyclops talk, Pixie is astonished by the turn of matters. A few minutes ago they were a massive threat to mutantkind and now they are all cool and helping them? She hasn’t been with the X-Men long, has she? Iceman asks. A couple more years, the fish woman will be teaching at the school.

Jimmy apologizes. The decision to go after Cerebra was his. He should have asked. It’s not like the X-Men have never gone off half-cocked, Cyclops admits. They are in a hurry to find their friend.

Emma Frost gives the Uranian one-time access to Cerebra, The Uranian gets online and picks up impressions of where Venus was taken.

She was on one of her solo patrols around the city, stopping gang violence. Someone posing as a riding policeman used chloroform. Something strange about this. Like the data is shifting… it doesn’t read as human.

She’s still alive, he announces. She’s been taken to the Adirondirack Mountains in New York. He has the precise location. Great, Jimmy calls the team.

Namora thanks her cousin, Namor, for his help. They share a smouldering look. He knew his princess wouldn’t act without good reason, he replies. Good luck finding Venus. Another sad look and Namora leaves.

Jimmy Woo and Cyclops shake hands. Jimmy offers Atlas’ help, should they ever want it. That’s good to know, Scott replies. Most people don’t like to be affiliated with the X-Men. The agents are drawn upward to the Uranian’s saucer as Jimmy states it won’t hurt their rep.

Cyclops orders the X-Men to get out and Cloak to open a vortex.

“Hey!” Wolverine shouts, still buried under the Buddha. Somebody better get that damn thing offa him!

2nd story:

The order is given to burn a mark on the chained Venus’ face with a hot branding iron. The satyr is ordered to mar her stolen beauty, but he hesitates. She looks just like his goddess, he replies. He cannot mar perfection. His mistress has commanded him, but she didn’t say the face. To blemish any part of her is to ruin a masterpiece. He finally brands Venus on her lower back. He orders water to be brought to cool off the brand. The flames rise, promising now she will know of his betrayal.

The Satyr tells Venus that the mistress of his temple is coming. She must pay heed. None of them may gaze upon the face of the goddess Aphrodite.

The goddess appears and gives the order to release Venus’ binds, so that she may answer to her. She notices he did not mark her face, but isn’t surprised. He could not bear to see Aphrodite’s image scarred, even on an impostor.

With her gag off, Venus finally exclaims Ow. Aphrodite orders her centaurs to leave. She will speak with the poseur alone. She will not risk them becoming enthralled by her voice. Of course, were she here in flesh there would be no contest whom they would follow.

She doesn’t want them to follow her, Venus exclaims. She is not trying to impersonate Aphrodite. Yet she uses her Roman name, the goddess states. That’s what people called her, Venus explains, when she became aware. She understands now that she was… is… a Siren. Sirens have no will of their own, Aphrodite corrects her. How came she to walk the Earth?

Venus’s story:

A few hundred years ago, she attacked a ship from China and a magician on board dealt with her. He gave her a will of her own, what you would think is a wonderful gift, but with it came the horrible awareness of what she had done. She couldn’t process all those deaths. She wandered the Mediterranean out of her mind until she was taken in by a convent. She lived there for years, healing. When she left again she still felt the desire to sing and affected everyone around her. People assumed she was Venus returned. It was a much better history, so she accepted it.


The goddess begins to understand. Venus then joined Atlas, a powerful group of mortals. This is how the goddess Hera found her for Aphrodite. Hera? Venus asks, then assures the goddess she is not trying to convince anyone she is her. Aphrodite isn’t even using the name Venus, it seems. Besides she is a goddess, why would she even care?

Why? the goddess asks enraged and grabs her. Does she know where a god’s power comes from? It comes from belief. They need to be worshipped. Her stone fist closes on her captive. She used to influence the world. Wars were started because of her. The greatest heroes were born because she made their parents mate. Her temples were filled with orgies celebrating her. The Greeks poured their lifeforce into her and her kind. To them, they were the universe.

A closed celestial sphere but they were curious and learned of the wider world. Even with Scylla and Charybdis, the gods could not rein them in. Their people grew influenced by other gods, other philosophies and the gods became myth.

All she has left is her beauty and immortality, and thanks to Hera she may even lose that!

Please, it’s hot, Venus begs. Aphrodite doesn’t care. If she dies, it is Venus they will know as Aphrodite, lowly thrall to a monster. The elder deity of the deep, Phorcys, made the sirens in Aphrodite’s image. Venus is a mere copy…

Her rant is interrupted when an energy ray blasts her stone arm. Venus’ teammates have arrived. Jimmy orders M-11 to hit her again. Why does this happen to all her statues? Aphrodite sighs. Namora destroys the rest.

Gorilla Man apologizes for being late. They had to fight a lot of X-Men. Relieved, Venus hugs him. Jimmy asks her what the lowdown is. She literally angered the gods, comes the reply. Get her out of here, she will tell them.

Manhattan, the Olympus Group Tower, Aphrodite looks in the scrying pool. Does Venus thinks this is over? Venus bears her mark now. She can find her anywhere. Or she can send others to her. Yes, in fact… She runs from her past and she could bring it to her. She bets Phorcys wonders where his feeding girl is after all these years, “Venus, prepare to meet your maker!”

Characters Involved: 

1st story.

Archangel, Beast, Cloak, Colossus, Cyclops, Dagger, Emma Frost, Iceman, Nightcrawler, Pixie, Psylocke, Rockslide Stepford Cuckoos, Storm, Sunspot, Surge, Wolverine (all X-Men)

Professor X

Sub-Mariner (X-Men ally)

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

Mr. Lao

2nd story:

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


Story Notes: 

The original X-Men worked alongside Gorilla Man in X-Men: First Class (1st series) #8.

Wolverine enraged the robot M-11 in Cuba in the 50ies in “Agents of Atlas” (2nd series) #1. They met again in “Agents of Atlas” (2nd series) #5.

Archangel and Namora worked together as renegades in “Wold War Hulk.”

The Uranian inadvertently mentally traped the others in “Agents of Atlas” (2nd series) # 4.

Namora led the team to M-11.

Iceman’s cracka bout Namora teaching at their school one day refers to the fact that several of the X-Men’s former enemies ended up as X-Men and teachers at Xavier’s (e.g. Magneto and Emma Frost).

Namora is Namor’s (adopted) cousin. He met and befriended the Agents in “Agents of Atlas” (2nd series) #6-7.

The Agents’ story continues in “Assault on New Olympus #1” & Incredible Hercules #139-141.

Issue Information: 
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