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Last Updated: 
12th June 2011

Omega Flight II was assembled by the self-declared Master of the World to engage his enemies in physical battle. Although he knew himself to be far more powerful than his minions, he considered actual combat to be a task for lesser beings.

First appearance: Alpha Flight (1st series) #110
Last appearance: Alpha Flight (1st series) #130

Membership: Brain-Drain, Bile, Miss Mass, Sinew, Strongarm, Tech-Noir
Allies: Master of the World, Anti-Guard


  • Reviewing his past failures at the hands of Alpha Flight, the self-declared Master of the World injected himself with a serum that allowed him to restore his disfigured physical appearance. Afterwards, he once again set out for world domination. [Alpha Flight (1st series) #96]
  • Nazi scientist Werner Schmidt was severely injured when he witnessed the crash-landing of an alien spaceship on a German mountain. When he regained consciousness, he found that the aliens had placed his still intact brain inside a tank set atop a mechanoid body. The aliens wanted Schmidt to help repair their ship, but the exposure to an alien artifact highly increased Schmidt’s mental capabilities, allowing him to mentally possess the aliens and make them do his bidding. [Invaders (1st series) #2] A yet undocumented experiment gone wrong left Brain Drain, as Schmidt called himself, trapped in a snow mound without his mechanical body. It took fifty years before he could mentally possess a lone hiker to take him back to civilization. During the first Pan-European conference on Super-Human Affairs, Brain Drain tried to influence Europe’s superheroes into killing the prime ministers of their nations, but he was defeated by Alpha Flight, with Aurora throwing the cylinder containing his brain into the snow-covered Alps. [Alpha Flight (1st series) #108]
  • None of the other members of Omega Flight II were known before they appeared as a group.
  • Guardian I, James MacDonald Hudson, apparently died when his malfunctioning battle suit exploded. [Alpha Flight (1st series) #12] In actuality, Mac was shunted through a rift in space-time to Jupiter’s moon, Ganymede, where he was rescued by the alien race called the Quwrlln. When they healed his injuries, they didn’t realize that the battle-suit was not a natural part of him, resulting in Guardian becoming a cyborg. [Alpha Flight (1st series) #88-90] Part man, part machine, Mac acted rather distant and without emotion. Eventually, he sacrificed himself while saving the Quwrlln’s planet from Galactus, allowing the rest of Alpha Flight a safe return to Earth. [Alpha Flight (1st series) #100]
  • With Alpha Flight getting a lot of bad press, the Canadian government passed a Super Power Registration Act. One of the driving forces behind it was billionaire Joshua Lord, who funded the Hardliners – a unit of armed operatives hunting down unregistered superhumans. [Alpha Flight (1st series) #120]


Alpha Flight (1st series) #108: The Master picks up Brain Drain’s holding tank in the Alps and tells him that he has yet to achieve his full potential. He then promises Brain Drain to make him the new Omega Flight’s first member.
Alpha Flight (1st series) #110-111: Sensing the cosmic danger of the Magus, the Master fears that someone other than himself might rule all of Earth. Knowing that he needs to keep the Magus’ influence in check somehow, he dispatches the newly assembled Omega Flight (Bile, Brain Drain, Miss Mass, Sinew, Strongarm and Tech-Noir) to attack Talisman. Omega Flight engages the mystic in a shopping mall in Toronto. She puts up quite a fight, but eventually is rendered unconscious. Brain Drain then mentally possesses Talisman and forces her to release the Ska’r, a demonic off-shoot of humanity that one of her ancestors banished from Earth centuries ago. The Ska’r feed on human flesh as well as on baser emotions, their mere presence causing humans to become more aggressive and violent. Even Omega Flight is affected, until the Master shields his minions from their influence. Though he knows Canada will fall prey to the madness of the Ska’r, the Master anticipates that such an malign presence will disrupt the Magus’ plans.
Alpha Flight (1st series) #112: As Talisman’s teammates from Beta Flight (currently demoted to Gamma Flight status) try to keep the Ska’r contained, the Master orders Omega Flight to attack them, as he needs the Ska’r’s madness to spread. However, the young heroes in training prove to be more formidable than the Master gave them credit for and, when Persuasion uses her pheromone control on Bile, sending him after Miss Mass, two of Omega Flight’s most powerful members are taken out. The rest find themselves under attack by the Ska’r themselves, but the Master forbids them to fight back. However, as he soon finds himself under attack by the demons while trying to engage the Magus in a psychic battle, the Master realizes that he cannot fight a battle on three fronts simultaneously. After he teleports himself and Omega Flight away, Gamma Flight sends the Ska’r back to the dimension in which they were trapped.
Alpha Flight (1st series) #129: Right after Alpha Flight defeats the Hardliners for a final time, Omega Flight arrives on the scene with the Master in tow. The Master not only reveals that he was posing as Joshua Lord all along, trying to undermine the Canadian government from within, but also that he had a secret all along – James MacDonald Hudson, aka Anti-Guard.
Alpha Flight (1st series) #130: The Master reveals how he rescued Hudson from interstellar oblivion and that he expanded his mind, hoping to find an equal to share his ideals with. Indeed, the rational Hudson found the Master’s idea of evolution, guided by logic and discipline, compelling. The two teams start a fight and, initially, Omega Flight seems to have the upper hand with Alpha Flight's spirit somewhat broken due to their former leader siding with the enemy. However, Heather Hudson eventually gets through to her husband, reminding him of his emotions and free will. During the battle, Sasquatch rips off Strongarm’s arm, revealing it to be a cybernetic implant. With all of Omega Flight defeated, the heroes turn on the Master, who apparently lets himself be killed by them in disappointment over losing his only trusted companion.


  • James MacDonald Hudson returned to Department H with Alpha Flight, but the team was disbanded right after due to the hysteria the master had caused as Joshua Lord. Nonetheless, the scientists of Department H were able to undo the most of the changes to Hudson’s body, restoring at least his human looks.
  • never staying dead for long, the Master eventually resurfaced. Apparently, he considered Omega Flight a failure, for when he next appeared he was no longer making use of the group. Instead, he employed the U-Foes, [Heroes for Hire (1st series) #1-4] and, having perfected his cloning techniques, used clones of the Heroes for Hire [Heroes for Hire (1st series) #12] and various Plodex creatures. [Avengers (3rd series) #45-47]
  • None of the members of Omega Flight II have appeared again.


Brain Drain (Werner Schmidt)

First appearance: Invaders #2

All Omega Flight II appearances: Alpha Flight (1st series) #108, 110, 112, 129-130

Powers: reduced to a super-advanced human brain, with psionic scanning powers and the ability to cloud the minds of others, mechanical exo-suit



First appearance: Alpha Flight (1st series) #110

All Omega Flight II appearances: Alpha Flight (1st series) #110-112, 129-130

Powers: acts as a repository for various strands of lethal viruses and diseases to which he is immune, but can release into others through glandular secretions, either his sweat or saliva


Miss Mass

First appearance: Alpha Flight (1st series) #110

All Omega Flight II appearances: Alpha Flight (1st series) #110-112, 129-130

Powers: volumous body enhances her strength and durability, feed extra-dimentional molecules into her own physical structure, multiplying her body mass to increase her weight and strength



First appearance: Alpha Flight (1st series) #110

All Omega Flight II appearances: Alpha Flight (1st series) #110-112, 129-130

Powers: heightened strength, speed, agility, endurance, reflexes, and dexterity, hyper-keen animalistic senses, regenerative healing factor, razor sharp fangs and claws



First appearance: Alpha Flight (1st series) #110

All Omega Flight II appearances: Alpha Flight (1st series) #110-112, 129-130

Powers: massive cybernetic right arm can telescope in length, shield him from harm, and lift heavy loads singlehandedly



First appearance: Alpha Flight (1st series) #110

All Omega Flight II appearances: Alpha Flight (1st series) #110-112, 129-130

Powers: cybernetic reflexes, targeting visor, wrist-launchers fire concussion bolts, plasma needles, and explosive rockets, boot thrusters