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Characters / The Ultimates

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    S.H.I.E.L.D. in general 
S.H.I.E.L.D. is the organization led by Nick Fury that deals with threats to national security, specially those involving meta-humans of any kind.
  • Adaptational Nationality: This version of S.H.I.E.L.D. is not an international organization, but an American one.
  • Airborne Aircraft Carrier: Never seen without their signature helicarrier.
  • Big Good: S.H.I.E.L.D. in general, Nick Fury in particular. S.H.I.E.L.D. is the Government Agency of Fiction, oversees all superhuman activities (heroes and villains alike), takes an active role in detaining superhuman criminals (they do not simply sit and wait while Holding Out for a Hero), and have effective Tailor-Made Prisons for superhuman criminals, which are almost never made of cardboard. In addition to that, Fury serves as a Parental Substitute for Parker, they paid the Hero Insurance of the X-Men for some time, they were indirectly the chiefs of the Fantastic Four (as they command the soldiers that command the Baxter Building), and the direct chiefs of the Ultimates. And, when S.H.I.E.L.D. was temporarily out of action during the civil war, Nick Fury served this role personally.
  • Government Agency of Fiction: As usual, the main example in Marvel Comics.
  • Home Base: The helicarrier is used for movility and combat, but the actual base is the Triskelion.

    Nick Fury 

Nick Fury
The one-eyed director of S.H.I.E.L.D. tasked with forming the super soldier organization called the Ultimates. Tends to be paranoid, manipulative, and has lots of secrets. Notably, Bryan Hitch and Mark Millar asked Samuel L. Jackson for permission to use his likeness for this version of the character, which has led to Jackson playing Fury in the Marvel Cinematic Universe.
  • Back for the Finale:
    • If Ultimatum was the end of the Ultimate universe, as originally planned, Nick Fury would have fit the role.
    • He has been absent in the aftermath of Cataclysm, but returned for Secret Wars and Ultimate End.
  • Bald, Black Leader Guy: He is Samuel L. Jackson after all.
  • Blasphemous Boast: When his team manages to ward off Gah Lak Tus:
    Nick Fury: I'm wondering that when I get up to them pearly gates... is God gonna put up a fight, or just move over and let me sit down?
  • Canon Immigrant: He was bought over to the classic Marvel Universe in "Battle Scars" in 2011 as the original Nick Fury's son, Marcus Johnson, a.k.a. Nick Fury Jr.
  • Colonel Badass: Has plenty of troops under his beck and call, and is not afraid to join the action personally.
  • Composite Character: Of Nick Fury and the background of Isaiah Bradley, the black Captain America.
  • Control Freak: It's part of what makes him so effective at his job.
  • Crazy-Prepared: As he states, he's got a black belt in thinking ahead. It's why he has Wasp on the team, because you never know when you'll need a mutant on-team. He makes it a point to get as much dirt on anyone as he can as leverage that he can use whenever he wishes. He also has "cameras in places you wouldn't believe", including several in Hawkeye's house he never told anyone else about.
  • Deuteragonist: Of the entire Ultimate Universe. Nick Fury is the linchpin that connects the Ultimates, Ultimate X-Men, Ultimate Spider-Man and even Ultimate Fantastic Four to an extent. He's the leader of SHIELD and the Ultimates, widely seen as the most powerful figure in the superhero community, he's also Peter's main mentor figure in the superhero community, and the latter is also his Morality Pet. And yet, he is not the actual protagonist or any given story, nor he had any dedicated comic book.
  • Early Installment Weirdness: In his first appearance, in Ultimate X-Men, he doesn't look like Samuel L. Jackson, and has a lot more James Bond-esque tech reminiscent of regular Fury.
  • Eyepatch of Power: It's Nick Fury. Anything else just wouldn't be right.
  • Eye Scream: He lost that eye in the 90s due to a combination of the Taliban, Logan, and some explosions.
  • Fights Like a Normal: He is actually the first super soldier, and he has all the powers of Captain America. But he thought that being Captain America was something that only The Chosen One would be, and he did not feel like being that one. He still serves his country, but fighting like a regular person.
  • Good Is Not Nice: National and worldwide security takes priority, and has no problem to torture or even kill if it serves that purpose.
  • Manipulative Bastard: Case in point, it's implied he lured the Red Skull out of hiding just so that the Avengers could be restarted, allowing him a starting point to eventually get his old job as director back. Nick did this again when he used Gregory Stark's scheme to use superhumans to overthrow anti-American governments and Spider-Man's death caused by Nick's meddling to force his successor Carol Danvers into signing over her position as director back to him again.
  • Manly Tears: At the end of Ultimate Fallout, he shows up in Mary Jane's room to have a talk, and finds her writing a book where he blames him for the death of Spider-Man. So what now? Does he take her prisoner? Does he force her to silence for some vague national security reason? Does he confiscate her computer? None of that: he bursts into tears over the loss of Peter, and tells Mary Jane that she's completely right about him.
  • Mission Control:In some stories he plays this role, in others he takes part in the action directly.
  • Morality Pet: Peter Parker and Miles Morales. They are the Naïve Newcomer to Fury's Seen It All, and have the optimism that he had gradually lost over the years.
  • Not Afraid to Die: Believing he was going to be killed by Wolverine, Fury admitted he hasn't been afraid of being killed since he was 18 years old.
  • Older Than They Look: Nick was a young man in World War 2.
  • Pet the Dog: When dealing with Miles Morales, who was hated by just about everyone else at the time. First meeting him, he talks to the boy. When in danger, he escorts him by hand to what he thought to be safety. After Miles proves himself, he gives him a new costume (oddly the one Miles was hoping to design himself) and allows him to be Spider-Man.
  • Race Lift: The first to make Nick Fury African-American, and has since been the basis for other incarnations.
  • Refusal of the Call: Nick Fury may have the super soldier serum in his veins, but he's not Captain America, and will never be. He thinks that Captain America is meant to be an icon, a symbol of the best American virtues, and he does not consider himself worthy of any of that.
  • Team Dad: He serves this role for the superheroes of the Ultimate Marvel universe.
  • Unwitting Instigator of Doom: The attempts to recreate the super soldier formula led to the creation of Hulk and the Green Goblin, when Bruce Banner and Norman Osbourne tested their partially sucessful versions on themselves.

    Betty Ross 

Betty Ross

Daughter of General Ross and the on again off again love interest of Bruce Banner. Betty faces the grueling task of marketing the supersoldier project as a superhero team and it only gets harder when the threats they were formed to address fail to emerge right away. Seemingly cold and manipulative, which is not a good match for Bruce. In Ultimate Wolverine vs Hulk, she becomes the Ultimate Marvel version of She-Hulk.

  • Adaptational Jerkass: Betty Ross was created as a sweet girl that fell in love with Bruce Banner, in stark contrast with his father, "Thunderbolt" Ross, an always-angry General Ripper. The Ultimates take preference for her Military Brat aspect instead.
  • Alpha Bitch: She used to be one, with Janet as one of her underlings. She's still mean towards Bruce, which led to him taking the serum to become Hulk again.
  • Composite Character: As noted above, she becomes this universe's She-Hulk. Also a case of Decomposite Character, as Ultimate Wolverine vs. Hulk introduced Jennifer Walters.
  • In Love with Your Carnage: Implied to be the case with Betty towards the Hulk. She remarked to Bruce during his session of regretful sulking after he viciously ate Herr Kleiser as the Hulk how much she wanted to have a sexual conjugal visit with him after seeing satellite pictures of Bruce consuming Kleiser's intestines like an animal.
  • Military Brat: Yes.
  • Xenafication: In the original comics, she was just Bruce Banner's love interest, the sweet daughter of General Ross. Here, she got Adaptational Jerkass first and then became the Ultimate She-Hulk.
  • You Gotta Have Blue Hair: Dyes her hair pink after breaking up with Bruce.

    Carol Danvers 

Carol Danvers
Nick Fury may not be in charge, but S.H.I.E.L.D. has to keep up working.

Initially the head of security for Cape Canaveral, Carol Danvers was the one who questioned Marh-Vehl after his defection. Some time later, when Nick Fury was ousted from SHIELD, she was made Director in his place. She didn't do terrifically well, and was eventually removed and replaced with a restored Nick Fury after the death of Spider-Man.

  • Adaptational Wimp: As the original Carol Danvers, she starts as a Colonel Badass without powers. But unlike the original one, she stays that way for the duration of the universe, and never becomes Ms. Marvel or Captain Marvel.
  • Badass Normal: Carol can join the action with SHIELD gear, is capable of surviving around Norman Osborn, and unlike her regular Marvel counterpart she never gains any superpowers.
  • Boyish Short Hair: In her first apperance. Later on, she has long blonde hair, like the mainstream version.
  • The Comically Serious: Depending on the Writer, she can be either comically serious or just serious. She once had to remind Captain America that she never crack jokes before she told him that he had just been elected president.
  • Nice Job Breaking It, Hero!: During Ultimate Spider-Man, repeatedly. For a few examples:
    • Attacking and antagonising Spider-Man when Norman Osborn escapes his cell, rather than just asking for help.
    • Futzing with his webs-shooter so that Peter runs out of web fluid at a critical moment (and would have become street pizza if not for Shadowcat).
    • When Norman gets better from being killed, she... just locks him back up in the same cell he previously escaped from, allowing him to, surprise surprise, escape again. In the exact same way.
  • The Peter Principle: As the head of security for NASA, she's competent at her job (alien killbots and infiltration notwithstanding). As head of SHIELD... she's got a long string of disasters and screw-ups to her name, which eventually gets her fired.
  • Power Hair: Her initial look in Ultimate Galactus. She grows it out on joining SHIELD.
  • Properly Paranoid: Carol never trusted Phillip Lawson because she thought he was a flake. Turning out to be an alien spy sent to watch humanity die did not improve her opinion of him at all.
  • Slasher Smile: She looks... way too enthusiastic about the idea of handing Marh over to SHIELD's hands for interrogation and dissection.

    Sam Wilson 

Sam Wilson
The Eagle has landed! Repeat, the Eagle has landed!
A former Special Forces soldier turned consultant for Fury. He developed a pair of wings for himself which allow him to fly.

    Wendell Vaughn 

Wendell Vaughn

The head of security for Project PEGASUS, a (supposedly) secret SHIELD facility. Has probably the worst luck and the greatest job security in the world.
  • Adaptational Wimp: This version of Wendell never becomes Quasar, and remains a hapless SHIELD guy.
  • Butt-Monkey: Every time Wendell appears, it's because someone's broken into Project PEGASUS and killed a lot of people in the process, making his life hell. Also, during Ultimate Enemy, he has to put up with obnoxious levels of snark from Mahr-Vell.
  • Swiss Cheese Security: Getting your base broken into by a posse of supervillains once would be embarrassing. Having it happen three times on your watch, the third time ending with the attacker making off with damn near everything that hasn't been nailed down makes it look like someone took the wrong job. And yet, Wendell never seems to suffer any consequences.

    Phil Coulson 

Phil Coulson
Incursions all over? Don't worry, this is not his first rodeo
A S.H.I.E.L.D. agent, first seen during the Cataclysm. S.H.I.E.L.D. was disbanded after it, but he kept working as the leader of the Future Foundation.

The Ultimates

    The Ultimates in General 

Tropes applying to the Ultimates as a whole:

  • Adaptation Name Change: They're The Avengers with a different name.
  • Adaptational Jerkass: The Ultimates are more of an elite military unit than a group of noble superheroes, groomed to fight the controversial War on Terror. In-Universe, views are conflicting: people in America see them as Eagleland Type 1, but for foreign powers they are a Type 2.

    Captain America 

Steve Rogers / Captain America

Issue one of volume one opens with Steve Roger's final World War two mission. He is discovered in a glacier just in time to make him a part of the premier line up. Augmented by a unique supersoldier formula that has so far only worked on him, Captain America has peak human physical abilities and fighting skill. Being wrapped in the flag makes him a natural choice for leading the team even if he's 60 years behind the times. A lot of his personal arc in the first two volumes has to do with him adjusting to the realities of 60 years suddenly passing, from culture shock to finding his friends old or dead.

  • Adaptational Badass: While his mainstream counterpart always skirts the line between Peak Human and then some, Ultimate Cap is an outright superhuman, strong enough to stalemate Spider-Man and give the Hulk a good fight.
  • Adaptational Jerkass: Captain America isn't just a man from the 1940s, but he's abrasively rude and holds many of the same bigoted views prevalent at the time. He's much more arrogant, politically incorrect, violent, and ruthless than the mainstream Steve Rodgers would choose to be.
  • Back for the Dead: In The Ultimates 2 2016 he is brought back into existence by the Maker only to be disintegrated soon after by him.
  • Back from the Dead: He ended up alive yet again in Spider-Men II.
  • Canon Immigrant: In The Ultimates 2 2016 issue 9 he is brought back into existence by the Maker in the Mainstream Marvel Universe.
  • Combat Pragmatist: Is not above the odd Groin Attack should the need arise.
    Red Guardian: Do you know what this place did? It made us proud. It made us glorious. It made us strong and it taught us there was no shame in a union. Because it took a Union to make us.
    Cap: That's the mistake crazy scum like you always make. Fighting's not about pride. Fighting's not about glory.
    Cap: Fighting's about winning.
  • Deliberate Values Dissonance: He has a tendency to come off as "old fashioned", which can make people annoyed at or scornful of him. This was done purposefully by the creators, as they figured mainstream!Cap's "always on the politically correct side of the scale" idealism was hard to believe from someone taken straight from the early 1940s. That said, Ultimate Cap is still in many ways a very idealistic, forward-thinking man by the standards of a WASP from the 1940s — see, for example, his prized possession of a photo of himself with the Tuskegee Airmen, when most white military men of that era would still object to serving alongside black ones. He's just not as politically correct as mainstream!Cap.
  • Drill Sergeant Nasty: Having been a soldier, Cap is far more reluctant to see Spider-Man get involved in superheroics. Even after Nick Fury warmed up on the idea, Cap remained stubborn as ever, considering Peter to be Just a Kid. After Peter takes a bullet from him and dies of his injuries, Steve ends up even more turned off by the idea of the younger Miles Morales taking up his mantle.
  • Faked Rip Van Winkle: Suspected this at first, but it was the real deal after all.
  • Fish out of Temporal Water: It's Cap alright. He frequently complains about how different things are from his day, and how it unsettles him.
  • Good Is Not Nice: Probably the most noticeable difference between him and his 616 counterpart.
  • Healing Factor: It's one of his powers. Steve comes out of the fight with Hulk with several broken bones and some bruises, but he mentions he'll be fine in a few days. Taken further in Ultimate Avengers 3, when his healing factor manages to undo being vampirized.
  • The Hero: While Nick Fury is stated on this page to be the closest thing Ultimate Marvel has to an overarching protagonist in general, Captain America is essentially The Hero of any series focusing on the Ultimates (not counting crisis crossovers), being the team leader and all. Him being thawed out of the ice is the impetus for the team officially being put together, and the series even opens with his back story. He gets enough focus throughout to qualify as the central character
  • He's Back: With the U.S. literally coming apart at the seams, Steve's returned to being Captain America to keep the nation from falling apart even further.
  • Hope Bringer: Cap is seen as this by many on his own team, such as Tony Stark. He was this for pretty much the majority of the American populace after he helped prevent the United States from breaking apart, and saved multiple people from the machinations of Thor's evil son, Modi.
  • Human Popsicle: He was frozen for a few decades, before being thawed out in modern day.
  • I Want My Beloved to Be Happy: He holds no grudge against Gail or Bucky for marrying during the decades he was presumed dead.
  • Irony: (Specifically, situational irony) He gave Peter Parker a speech detailing exactly why he doesn't like him. As a war veteran from WWII, War Is Hell for Cap, so he doesn't like Spider-Man's banter and jokes during superhero stuff, and accuses him of not understanding life and death. Then he leaves to join a fight between both Ultimates teams, Spider-Man follows him and takes a bullet that Punisher fired to Cap, saving his life. The bridge falls down, but before he can be healed Spider-Man rushes back home to save his family from a Villain Team-Up, and dies at the end of it. In the aftermath, Captain America is sorely troubled about those things he said to Spider-Man.
  • Jerk with a Heart of Gold: Flaws or not, he's still Captain freakin' America. He's fairly forward thinking for his time even if he does retain some racism and misogyny, and though he doesn't show it as much and can come off as very cynical, he does share his canon counterparts strong sense of idealism and heroism. Spider-Man's death certainly helped tone down his jerkass side. See Took a Level in Kindness.
  • Kick Them While They Are Down: He tricked the defeated Bruce Banner (who turned himself into the Hulk on purpose, fully aware that he would cause a 9/11 type of disaster) into thinking that he would be Easily Forgiven, and then gave him a well deserved kick in the face.
  • Killed Off for Real: Dies at the end of Cataclysm, sacrificing himself trying to stop Galactus.
  • Luke, You Are My Father: To Red Skull.
  • My Country, Right or Wrong: He's fanatically loyal to the country, believing no atrocity or war isn't worth the price of the stability and safety of the nation. He made it clear in his solo series against the Vietnam War Captain-America Frank Simpson where Simpson had defected from America because of its brutal actions towards the people of Vietnam that he has heard countless atrocities committed by America and still supports it anyway.
  • My Greatest Failure: Cap felt so guilty over Peter Parker's death that he quit superheroics all together. For a while, at least.
    • He deliberately tracked Miles Morales down just to tell him that he could no longer be Spider-Man in spite of Miles having approval of Nick Fury, Aunt May, Gwen Stacey, and Mary Jane. It took Miles stopping the Rhino and fending off a HYDRA attack for Cap to approve of him.
  • Not So Different: Colonel Al-Rahman's reasons for leading the invasion of America really struck a chord with Steve, mainly due to the fact that it's the exact same reason he himself went through the super-soldier procedure.
    Nick Fury: Skinny kid becomes a super soldier to go off and fight the invading army. I guess that pushes all the right buttons for you, huh?
  • President Superhero: He was elected president during the "Divided we fall" arc.
  • Related in the Adaptation: The Red Skull in this universe is his bastard (both senses) son.
  • Real Men Love Jesus: This Cap is much more religiously fervent than the Mainstream to the point of mentioning his faith in the Christian God during battle.
  • Stealth Parody: "Do you think that this A on my forehead stands for France!?" (This coming from Mark Millar.)
  • Super Reflexes: His reflexes are his most predominantly shown ability. There’s been fewer times we’re he hasn’t shown this off, then he hasn’t.
  • Super Soldier: Like with other incarnations.
  • Super Strength: If rendering the goddamned Hulk unconscious for a minute or so in a fistfight tells you anything.
  • Took a Level in Kindness: Sort of. Ever since Peter's death, his old-fashioned approach started to whither away. When he eventually came back and met Miles Morales, he started to be more accepting of the kid and eventually became his greatest supporter (he even had Miles fight along side the Ultimates which is something he deliberately banned Peter from doing). He reserves his initial gruff persona for those who wastes his time(the representative of the then defected California) or people who he knows can do better (the lawyers arguing for and against the incarceration of Bruce Banner). By the end of the Ultimate Comics run, Captain America is just a less tolerant but still heroic version of his 616 counterpart instead of a straight up hero.
  • War Is Hell: As much as he identifies himself as a war hero, he actually admits he despises people who glorify war and battle, calling it a horrible experience that he made himself proficient in so he could end it as quickly as possible.
  • What the Hell, Hero?: Peter's family is not kind to him after they learn of how Steve constantly doubted and mistreated him. Gwen calls him a jerk to his face.
  • Wife-Basher Basher: Which Hank Pym found out the hard way. Though abusive dick or not, Jan wasn't exactly cool with him beating up her husband.


Bruce Banner/The Hulk

Bruce's life's work has been trying to replicate the success of Captain America, the first botched result of which, led to his transformation into the Hulk. In this universe, the Hulk is more of an unleashed id than the angry child of his classic counterpart, using his tremendous physical strength to address all of Banner's insecurities in the most direct ways possible. Having stabilized himself, he chooses to Hulk out in the first half of volume one giving the team something to fight. They choose to cover up the connection between Banner and the Hulk turning their biggest mistake into their biggest media success.

  • Adaptational Villainy: In the mainstream Marvel universe, Bruce Banner became The Incredible Hulk after being exposed to radiation from an experimental gamma bomb while trying to save a teenager who'd accidentally wandered onto the blast sight, and was Cursed with Awesome since then. Ultimate Bruce Banner managed to get the Hulk out of his system, but reinjected himself with it, fully knowing the potential consequences, to solve his self-esteem problems. His rampage in New York was a 9/11-like disaster.
  • Adaptive Ability: Part of this Hulk's unique power set is the ability to mutate to better survive, no matter the conditions. For example, in about 7 seconds, he changes to be able to survive on the surface of Venus.
  • Becoming the Mask: Hulk's personality has increasingly overwritten Bruce's as the series has gone on, making the unHulked Bruce more and more like his monstrous alter-ego. In turn, Hulk grows more eloquent (like when he offered Wolverine a cup of tea in the Tibetan Mountains) as time goes one, but is still prone to murderous rampages.
  • Blessed with Suck: Initially, just being accidentally jostled by someone in the streets is enough to nearly trigger a Hulk-out.
  • Blood Knight: Lives to fight and kill, reveling in combat.
  • Butt-Monkey: The Hulk ends up being this to any team he joins after his stint with the Ultimates due to being repeatedly captured, bombed, drugged, and thrown to destroy whatever enemy that Nick Fury or his latest boss feels to be a threat. Even when he tries to pursue a life of peace, he's habitually thrown back into the loop of misery.
  • Canon Immigrant: In The Ultimates 2 2016 issue 9 he is brought back into existence by the Maker in the Mainstream Marvel Universe.
  • Combat Sadomasochist: Since he's driven purely by id, there's not really that much difference to him separating sex and violence. He considered getting beaten to a pulp by Princess Zarda to be foreplay.
  • Feet of Clay: Based much of his version of the Hulk Formula on the notes of his mentor, Dr. Leonard Williams. It's implied that what went wrong with Banner's formula was a lack of proper testing after he and Hank Pym tinkered with his original design.
  • Freudian Excuse: Even if we could sympathize with Banner, who has an abusive girlfriend, fails to crack the super soldier serum (even with Cap around again) and gets in the shadow of Pym with his success at the giant-man one... still, nothing justifies injecting himself on purpose with a mixture of things that he knows will turn him into a destructive and murderous monster.
  • Gone Horribly Wrong: The Hulk's physical abilities are all what Banner designed them to be, but something went wrong, causing the Hulk to be the bestial Id-driven monstrosity it is; Banner designed the Hulk to be as smart as it is strong.
  • Healing Factor: Because he's not as Nigh Invulnerable as his mainstream counterpart, it gets shown off more.
  • He's Back: Near the end of Ultimates 2.
  • Hulking Out: Yes? Bruce doesn't need to be angry to do it, as his He's Back moment in Ultimates 2 shows.
  • Hulk Speak: Yup. In Ultimates 2, he's ever so slightly more literate that the usual, which Tony Stark comments on in Ultimate Human.
  • I Just Want to Be Normal: Bruce wants nothing more than to cure himself of the Hulk forever. But given the Hulk's Adaptive Ability, no attempt at a cure works twice.
  • I'm a Humanitarian: The Hulk persona is quite notoriously a cannibal, which has been explained In-Universe as it being the ultimate expression of how the Hulk is Banner's darkest emotions and traits made manifest, a living rebellion against all the restraints Banner places on himself.
  • Klingon Scientists Get No Respect: Bruce Banner is not respected by anyone, not even his teammates.
  • Logical Weakness: Hulk's Adaptive Ability makes him a trying opponent to fight in the best of times, and the longer a fight lasts the more likely Hulk will become strong enough to turn the tide to his favor. Therefore, if someone manages to one-shot him he can be beaten. Also, his abilities "reset" after every transformation, so the strength and durability gained in a previous battle won't carry over to the next. Only things that affect him at a cellular level (like Tony's cure) stick around.
  • Mistreatment-Induced Betrayal: After so many times being kept prisoner, thrown as a weapon to dangerous foes and then captured and jailed again, Hulk joined the Maker, Kang and Quicksilver, becoming openly evil in the process.
  • Mythology Gag: In the regular Marvel universe, Hulk started off grey and turned green. Here, Hulk starts off green and turns grey.
  • Superior Successor: Horrifically subverted. Bruce drew up the initial plans for the Hulk Formula using his old mentor's notes and research and set about to improve it by adding in an Adaptive Ability (to survive anywhere) and to become as smart as he is strong. Egged on by Hank Pym, Bruce skips testing it on animals altogether and went straight for a human trial... on himself. He transforms (killing two fellow researchers) and goes on a mindless rampage before the serum wears off, stronger than Dr. Williams' initial projections but driven by pure id. Even worse, his later solution to try and "fix" the problem (as well as giving The Ultimates something to actually fight) was to blend his original formula with the newly-returned Captain America's blood. It doesn't work, actually makes The Hulk more difficult to deal with, and the Super Soldier serum from Cap's blood binds the Hulk Formula to Banner permanently.
  • Super Strength: He is The Hulk, after all. With his Adaptive Ability, he has the potential to be one of the strongest beings in the Ultimate Universe. However, it takes awhile for him to get going (his fight with The Ultimates being a good example, as the longer the fight went on the stronger he became). However, a sufficiently powerful being can thrash him if they are strong enough, as Ben Grimm did in Ultimate Power or Zarda did (with a lot of cheating) in Ultimate Hulk Annual no. 1.
  • The Unfettered: Whereas his mainstream counterpart is ultimately moderated by Banner's desires, the Ultimate Hulk is a living expression of Banner's unrestrained id, meaning he has no moderation at all.
  • Unstoppable Rage: Not unstoppable, per se. But once Bruce turns into the Hulk it is insanely difficult to get him calm again. So far, the only thing known to calm the Hulk down is old reruns.
  • Villain Protagonist: A Psychopathic Man Child with cannibalistic tendencies whose brain basically revolves around his desires for killing, eating and having sex with whatever he chooses, without any form of moral or mental restraints.
  • The Worf Effect: Even before he came to the mainstream universe, he usually got stomped hard before getting back up. The biggest example of this are Blue Marvel striking him down with a punch, and his universe Hercules knocking him down while even stronger than ever.

    The Wasp 

Janet Pym/The Wasp

A biologist and one of her husband's first successes in engineering superheroes. Or so it seems. In truth, this universe's Wasp actually gets her powers from being a mutant. Her husband Hank is able to reverse engineer what she does to create his own powers. The Wasp is able to self miniaturize, fly with gossamer wings, and fire bioelectric bolts from her hands. While not much of a heavy hitter, her stealth and precision allowed her to take down the Hulk (by flying in his ear and zapping his brain.)

  • Bizarre Alien Reproduction: During one of their arguments about her mutant status, Henry Pym comments on her laying "egg-constructs" once a month instead of menstruating.
  • Canon Immigrant: In The Ultimates 2 2016 issue 9 she is brought back into existence by the Maker in the Mainstream Marvel Universe.
  • Dropped a Bridge on Him: Just one of many to suffer this in Ultimatum.
  • Flight: While small, Jan can fly with insect-like wings.
  • Hand Blast: At small size, Jan's blasts just hurt like hell. At full size, she was able to blast the faces off of a pair of men attempting to hold her.
  • Hot Scientist: Despite her airheaded and superficial tendencies, she's still got a double-Ph.D. Lampshaded and mocked where she first distracts the Hulk by flashing her breasts at him despite her educational credentials.
  • Kick the Dog: She did have her moments, like deliberately flirting with Captain America when she was (technically) in a relationship with Hank Pym, as well as insulting him repeatedly. Not that he didn't have some of those insults coming.
    • With vol 3, this disappears, and she becomes The Heart.
  • May–December Romance: With Captain America. Eventually gets Deconstructed, as neither of them can handle the other's lifestyles.
  • Military Brat: How she knows Betty Ross, and why they're friends.
  • Mutant: This version of Janet is explicitly a mutant. Her husband gained powers from her, rather than the other way around.
  • Race Lift: In this version, she's Asian-American. Or, was, before somehow becoming white.
  • Sizeshifter: From human to insect-sized. Unlike her mainstream counterpart, this version of Wasp is unable to grow larger than her normal size without outside help.

    Giant Man 

Hank Pym/Giant Man

An extraordinary Jerkass and the head of R&D for Super Soldier research, replacing the unstable Banner. Pym is able to reverse engineer his wife's shrinking powers to allow him to grow to nearly 60 feet tall. His Giant Man formula ends up being the most successfully replicated aspect of the project giving the Ultimates an entire platoon of Giant Men (and his ex wife in volume two). Too bad he can't control his temper leading him to abuse Janet and embarrass the team publicly before getting kicked out.

  • Adaptational Villainy: Hank Pym has undergone Character Exaggeration revolving around his lowest moment (hitting Jan while in the middle of a mental breakdown) and is an unrepentant domestic abuser. He also aligned himself with the Liberators.
  • Butt-Monkey: Not that this version of him doesn't have it coming.
  • Canon Immigrant: In The Ultimates 2 2016 issue 9 he is brought back into existence by the Maker in the Mainstream Marvel Universe.
  • Character Exaggeration: Yes, 616!Hank did hit Jan—but only once, while in the middle of a mental breakdown, and it's something he deeply regrets. Ultimate!Hank is an unrepentant, repeat domestic abuser.
  • Chronic Backstabbing Disorder: He betrays the Ultimates to the Liberators, then tries to sell the Liberators out once he realizes he backed the wrong horse.
  • Cosmic Plaything: Once his truly abusive nature gets revealed, the comic spends a lot of time punishing him for it before it finally culminates in his death.
  • Domestic Abuser: And unlike the original Hank Pym, this version's been at it for a long time.
  • Dude, Where's My Respect?: Felt slighted by his treatment by S.H.I.E.L.D., which is why he joined the Liberators.
  • Flanderization: Hank Pym's lowest moment is exaggerated in this incarnation to where it's now his entire character.
  • Hate Sink: He's routinely more vile than the actual villains. Notably, during Ultimates 2 the team regards him with more disgust than they do the Liberators themselves.
  • Heroic Sacrifice: In Ultimatum, he gets all of the Madrox duplicates carrying bombs to blow up the Triskelion to climb on him while he's in giant form. They all explode and kill him.
  • Jerkass: He's every flaw main Hank Pym had but amplified and his Never Live It Down moments are now official characterization.
  • Kick the Son of a Bitch: He's the son of a bitch who gets kicked by Captain America.
  • Never My Fault: When he tries to apologize for nearly killing Janet, he does so in the most passive-aggressive fashion possible. She quickly hangs up on him.
  • Psycho for Hire: A rare one of these who gets put to work by the heroes, who don't realize how redeemable Pym is until he's been working for them for some time.
  • Redemption Equals Death: He gave Tony Jan's corpse so that she could still be saved though that kinda dropped before sacrificing himself to stop the Madrox suicide bombers.
  • Reformed, but Rejected: Well... not so much reformed, as blatantly trying to cover his ass. The Ultimates tell him they don't care and arrest him anyway.
  • Senseless Sacrifice: There were more sensible ways of dealing with those Madri, Pym.
  • Sizeshifter: From human to just shy for 60 feet tall.
  • Well-Intentioned Extremist: Despite his many faults and failings, all he wants to do is help the world out.



Not actually an official part of the team. Thor came to Earth in the modern era to warn the world about the conspiracies of the military industrial complex. That said, he is not so distrustful of the military that he would miss the noble qualities some of the Ultimates possess so he works with them when needed. One of the questions of the first two volumes is whether Thor is the actual Norse God of Thunder or a delusional super soldier. This gets resolved in the second volume.

  • Adaptational Nice Guy: A rare inversion of the Ultimate U's tendency to make everyone a jerk. A major part of regular Thor's origin was that he was a colossal jerk, and Odin sent him down to Earth to teach him humility. Here, Thor was a pretty cool guy before he came to Earth.
  • A God Am I: How everyone views him initially, then it was revealed he actually was a Norse god.
  • An Axe to Grind: The Ultimate universe version of Mjölnir has an axe attached to it
  • Badass Beard: A major distinction between him and the usually clean-shaved regular Thor is his beard.
  • The Big Guy: The whole team combined had a hard time dealing with Hulk but then Thor came and smashed his head into the pavement.
  • Brought Down to Normal:
    • Ultimate Thor has it revealed that, after Loki destroyed Asgard, Thor was reborn as a human. It takes up until Ultimates 2 for him to regain his full might. And when he does...
    • When The City annihilates Asgard, Thor loses his godly powers.
    • After the Dark Ultimates arc, Tony Stark used Reed Richards technology to bring him back to the level of his old self again.
  • Boisterous Bruiser: Not as much as his main counterpart, but still loud, brash, and a party animal.
  • Cain and Abel: With Loki.
  • Cassandra Truth: Absolutely no-one believes him when he starts talking about Asgard.
  • Comic Book Death: Dies in Ultimatum, sacrificing himself to revive Valkyrie. In New Ultimates, he makes a deal with Hela to come back to life.
  • Composite Character: His initial appearance is a combination of Thor and Thunderstrike and his first hammer resembles Beta Ray Bill's hammer, Stormbreaker.
  • Drop the Hammer: Mjölnir, naturally.
  • God Needs Prayer Badly: During the Ultimates' fight with Thanos, the latter notes that as powerful as Thor is, he's nowhere near as powerful as he was when his pantheon was actively worshipped.
  • Heroic Sacrifice: At the end of Cataclysm, dragging Galactus into the Negative Zone. Also counts with Put on a Bus to Hell, since it isn't shown killing him.
  • Hero with Bad Publicity: Loki manages to make him look like an out-of-control maniac when he stops some police brutality with excessive force of his own.
  • Mad God: He came off as this when was assumed to be a nurse who had a psychotic breakdown and donned a suit that made him the most powerful metahuman on the planet, but he was later revealed to have a brutal and vicious war god by Loki long before he was actually revealed to be a god.
  • New-Age Retro Hippie: He starts off looking like one. He even goes on tours, focuses on environmental missions, war protests, and writes self-help books in a classic new-age hippie fashion instead.
  • Nice Guy: He enjoys spending his personal time partying with his followers, making him the only member of the team that's actually accessible to the general public.
  • Offing the Offspring: He kills Modi, his son with Hela. Tragically, he tells Modi to his face that he is a disgrace and is happy to kill him, but this is a lie and he is close to tears while he holds his charred corpse.
  • One Steve Limit: Not Thor himself, but Mjolnir. Ultimates 3 has him suddenly go from using the axe-hammer version to one more like regular Thor's Mjolnir. Ultimate Thor covered it by revealing they're separate hammers, which just have the same name.
  • Real After All:
    • During the Chitauri invasion, they activate a bomb set to literally destroy the world (and the rest of the solar system, while they're there). Janet and Natasha call for Tony Stark to deactivate it and when he comes, they think he's plans to carry the bomb into space and pull a Heroic Sacrifice. Not quite. Tony gets the bright idea to have Thor teleport the bomb to a separate dimension because he is a god. Hearing Tony's plan, both Natasha and Janet are delirious about how nuts Tony is to believe a man who was sent to an insane asylum calling himself the God of Thunder. Of course, they stop doubting it when it works.
    • And then again when he returns in a Big Damn Heroes moment in Ultimates 2, bringing the armies of Asgard with him.
  • Related in the Adaptation: In the comics and mythology, Thor and Loki are step-brothers. Here, they're half-brothers with Odin as their biological father.
  • Shock and Awe: He's the god of thunder, so lightning kind of comes with the package.
  • Super Hero Gods: The Norse God of Thunder.
  • Technical Pacifist: A pacifist with a big, scary hammer.
  • Token Good Teammate: In a team full of psychopaths, hedonists, reckless loose cannons, and wartime jerkasses, Thor proves to be the most good starting off due to his pacifistic stance and hatred of the military industrial complexes of the modern world that fuel wars that harm innocents. He even calls himself the conscience of the team. He at first refused to join the team and only chose to in order to stop the Hulk's first rampage from killing more innocent people, and as a way to keep an eye on the team's activities so they don't go too far. Also because the president doubled the foreign aid budget.
  • Worf Effect: Originally promoted as one of if not the most powerful beings in the Ultimate Universe only to get his butt kicked or shown up in some way with his only victories against beings far weaker than him.
  • "World of Cardboard" Speech: Thor gives one to the Hulk after the Hulk had joined Reed Richards and emerged completely unfazed by one of the Hulk's punches. He explains all the times he'd been fighting the Hulk he was holding back because he cared about the Banner side, but since both sides of the Hulk were awful psychopaths at that point, he was ready to go all out.
  • Ye Olde Butcherede Englishe: When written by Loeb. Dropped again when Mark Millar came back, with the characters mocking it, and Tony mentioning he paid money to make sure Thor never did it again.
  • You Have to Believe Me!: Which, given they've been told he's insane and he's ranting on about how Loki's deceiving them, doesn't work.

    Iron Man 

Iron Man

Tony Stark is a brilliant and enormously wealthy weapons manufacturer who gets brain cancer and decides to spend whatever time he has left saving the world. He's known for being eccentric, a playboy and almost perpetually drunk. Like Giant Man, his "powers" are replicated eventually giving the team multiple armored soldiers.

  • Adaptation Name Change: Tony is short for Antonio instead of Anthony in this version.
  • Adaptation Personality Change: Tony has undergone Character Exaggeration revolving around his lowest moments (Tony's alcoholism) and is an unrepentant chronic alcoholic. On the plus side, he's not a mean drunk like regular Tony has a tendency to be. He's also significantly more ditzy and childish when dealing with other folk.
  • The Alcoholic: He drinks to numb the pain caused by his tumor.
  • All According to Plan: Claims that he saw the events of Ultimates 2 coming (except the "Natasha betraying him" part) and figures it all worked out pretty well for him.
  • Always Second Best: His older brother Gregory is smarter, more successful, considered more valuable by Fury, and lacks the flaws Tony is ashamed of. Tony starts to get over it when after Gregory turns out to be a rat and successfully outwits him.
  • Blessed with Suck: Superhuman intelligence and a Healing Factor at the cost of living in perpetual agony — the same biological mutation that makes him super-smart also gives him an awful form of Super Senses, making his skin so sensitive that the mere touch of air through protective coating is painful.
  • Brain Uploading: He was able to upload his consciousness in his Iron Man suit due to his brain having prolonged exposure to the Infinity Gem in it. So the Infinity Gem gave him mental powers so he can upload his brain into anything with a CPU.
  • Cain and Abel: The Abel to his brother Gregory's Cain.
  • Canon Immigrant: In The Ultimates 2 2016 issue 9 he is brought back into existence by the Maker in the Mainstream Marvel Universe.
  • Character Exaggeration: Mainline!Tony is a recovering alcoholic who struggles with his addiction. This Tony frequently drinks (albeit to help deal with his cancer).
  • Crouching Moron, Hidden Badass: Vain, snarky and almost obsessed with his money, Tony is still insanely clever and cunning, as Natasha finds out first-hand.
  • Deadpan Snarker: The resident smart ass on the Ultimates and Future Foundation.
  • Disabled in the Adaptation: The damaged heart from the classic comics and other incarnations has been replaced by a brain tumor. Or rather, an Infinity gem.
  • The Hedonist: Spends most of his time drinking, partying, and sleeping with various women, but he acts as a deconstruction of the trope when it's shown he's using all the debauchery to cover his pain over having an inoperable cancer that no amount of money or technology can fix.
  • Ill Guy: He has an inoperable brain tumor, and his messed up neural network leaves him in eternal pain. But he doesn't let it get him down, too much.
  • It Was with You All Along: It turns out that brain tumor that's caused Tony so much pain was in reality an Infinity Gem that somehow got trapped inside his head. Sadly it leads to him getting killed off shortly afterwards.
  • Lack of Empathy: Not as bad as some of the others on the team, but as he notes in Ultimates 2, he can be spectacularly unpleasant when dumping women.
  • Not Quite Dead: After Reed Richards performs brain surgery on Tony to get the Infinity Gem inside his head, he cuts off all medical support thats keeping Tony alive throughout the process. His body is gone, but he survived by Brain Uploading to his suit.
  • Only Sane Man: You know you're in trouble when this guy is the sanest person in the room.
  • Properly Paranoid: You don't get to be a billionaire by trusting the first beautiful spy who decides to marry you implicitly, as Natasha learns. And it's not a smart idea to hold said man hostage when he made the tech that's in your veins.
  • Really Gets Around: He isn't really picky, mentioning in vol 2 that he's dated dozens of named celebrities, and quickly moves on from Natasha after seeing a gorgeous blonde.
  • The Rival: He has two. His twin brother and Reed Richards.
  • Your Days Are Numbered: He became a member of the Ultimates once he found out he had an inoperable brain tumor that would eventually kill him off, and decided that he would try to do all he could to help the world if he could not help himself before he dies.

    Black Widow 

Black Widow

Natasha Romanoff is a former KGB spy/supersoldier turned US Black Ops. Along with Hawkeye, she is brought onto the public team with a fake background. Eventually becomes engaged to Tony Stark. Eventually revealed to be a traitor in Volume 2 using Stark and her Ultimates membership to undermine the team and steal Tony's fortune, though this doesn't work.



Black Ops soldier turned superhero. Deadly accurate with any ranged projectile. In Volumes One and Two, he mostly uses his bow and thrown weapons. In Volume Three after losing his family he switches to guns.

  • Adaptational Jerkass This Hawkeye was an assassin before joining S.H.I.E.L.D.
  • Badass Normal: Until Jeph Loeb's run, Hawkeye was a normal human who'd reached his ridiculous level of skill and accuracy through training, this is even lampshaded by Hawkeye himself in his first appearance in which he chastises Black Widow for chatting to him during combat because he doesn't have her cybernetic enhancements and so can't do both at once.
  • Boxed Crook: He started off as one.
  • Blood Knight: Grows to relish battle as a means of coping with his family's death.
  • Composite Character: Of the 616-Hawkeye and Bullseye with shades of Frank Castle. He retains the name Clint Barton and backstory, loses his family (and takes to using firearms) a la Frank Castle, and has the superhuman accuracy (and bloodlust) of Benjamin Poindexter, though he is marginally more moral than Castle and leagues ahead of the psychopathic Bullseye.
  • Death Seeker: After his family was killed off.
  • Even Evil Has Loved Ones: Or in this case, asshole heroes have them. Hawkeye has a lot of flaws but he did sincerely love his wife and children, to the point he was willing to sympathize with Hank Pym because he knew the pain of losing a loved one.
  • Expy: Of Bullseye, though he is a strange case as there already was an Ultimate version of Bullseye active years before The Ultimates were called into service. note 
  • Fantastic Racism: He has no problem killing Kree, before remarking they "die like people".
  • Fingore: His infamous escape scene in the Grand Theft America arc, which involved ripping his fingernails out and using them as projectiles.
  • Happily Married: He was, and married with kids even. Up until the Liberators came calling.
  • Improbable Aiming Skills: To the point where he may as well just be called Bullseye, since he's at least as accurate as the 616 version.
  • Jerkass: As Millar described him "He's a Neo Con", and also a bloodthirsty mass-murderer who self-admittedly used to be much like The Punisher until he was recruited by black ops to kill for the government instead. However, he was also a devoted family man on the side, so there are different sides to him. During Ultimate Secret, he spends nearly every moment sulking, complaining, insulting people, or muttering how Sue and Reed are going to get him killed, until Sue eventually gets fed up and tells him that if he's "professional", neither she or Reed want to be.
  • Psycho for Hire: Not at all like earth 616 Hawkeye. He always enjoyed knocking others down, and being rude. But after his family’s death, his spiral let him became more sadistic and abrasive. With little signs of care who he signs off with.
  • Sociopathic Soldier: Unlike 616!Hawkeye who has a rule against killing.
  • There Are No Therapists: It's very clear he's suffering from Post-Traumatic Stress Disorder after his family's murder, and yet nothing's being done about it.
  • Unstoppable Rage: After his family is killed, he goes out for blood and lots of it.



A native of the Savage Land, the Ultimates met him and Shanna when they went there to fight Magneto after the Scarlet Witch's murder.
  • Adaptation Name Change: This Ka-Zar seems to be a native of the Savage Land is thus always named Ka-Zar, as opposed to Kevin Plunder.
  • Adaptational Nationality: In the classic Marvel Universe, Ka-Zar was born in England. This Ka-Zar seems to be a true native of the Savage Land.
  • Nubile Savage: As usual for Ka-Zar, though again, this Ka-Zar was born in the Savage Land.



A native of the Savage Land, the Ultimates met him and Shanna when they went there to fight Magneto after the Scarlet Witch's murder.
  • Adaptation Name Change: As this Shanna is a native of the Savage Land, it seems this Shanna only has "Shanna" as a name.
  • Adaptational Nationality: Mainline!Shanna was born in Zaire to American parents. As with Ka-Zar, this Shanna is a native of the Savage Land.
  • Nubile Savage: As usual for Shanna, though again, this Shanna was born in the Savage Land.

    Giant-Man II 

Scott Lang / Giant-Man

A late recruit to the team, joining after Ultimatum, and with the good luck to become a member just before the death of Spider-Man.

  • Bald of Awesome: He's Bald and awesome.
  • Size Shifter: In case his appropriating one of Henry Pym's superhero names didn't clue you in, he can grow into a giant.

The Mutants

    The Mutants in General 

Following the events in Ultimate X-Men, Pietro and Wanda Maximoff, the children of prominent mutant terrorist Magneto, agreed to join the Ultimates acting as team members and informants. They tend to be aloof with marked aristocratic and European sensibilities. They also spent enough time together that it was obvious what was going on between them before it was stated explicitly in Volume Three.

Tropes applying to both of them:

  • Adaptation Personality Change: They're in a full-blown incestuous relationship.
  • Adaptational Villainy: Unlike their mainstream counterparts, this version of Pietro and Wanda were willing members of the Brotherhood and hadn't abandoned Magneto's anti-human views despite joining the Ultimates—and the only reason they initially joined was for protection after the other members of the Brotherhood decided to restore Magneto's mind. Additionally, after Wanda's death, Pietro orchestrated the death of Magneto, assassinated Cyclops, and even sold other mutants.
  • Brother–Sister Incest: Implied during Millar's run, and outright confirmed during vol 3.



  • Berserk Button: Do not harm Wanda in any way. It doesn't matter who you are, as Thor learned the hard way.
  • Canon Immigrant: X-Men: Blue revealed that he somehow survived the destruction of the Ultimate universe during Secret Wars (2015) and ended up in the mainstream Marvel universe.
  • Character Death: Dies in Ultimates Disassembled when Kang stabs him.
  • Face–Heel Turn: To join Reed Richards, Kang and the Hulk.
  • Fantastic Racism: Even if he is nominally on humanity's side, he's not above making derogatory remarks about humans all the freaking time.
  • I Just Want to Be Loved: Wolverine opines that Quicksilver's incestuous attachment to his sister stems from his Missing Mom and abusive father rendering him desperate for any kind of love and affection. Quicksilver later confirms this.
  • Jerkass: It's Quicksilver. Of course he's a jerkass. He's just a different sort of jerkass than before. Much more genocidal, sadistic, racist, and rude than other Quicksilver.
  • Super Speed: He moves so fast no-one can see what he's doing, so they tend to believe he does nothing. He even weaponises it at one point to vaporise Hurricane.
    • According to Quicksilver, he's been reaching mach-speed since he was in diapers.
  • "Well Done, Son!" Guy: Spent years trying to get Magneto's approval. Magneto, meanwhile, wanted him dead.

    Scarlet Witch 

Scarlet Witch

The Avengers

    The Avengers in General 

An old S.H.I.E.L.D. black-ops team, reformed after Ultimatum.

  • Adaptational Villainy: The regular Avengers are Earth's Mightiest Heroes, the greatest and most famous of all heroes in their universe. The Ultimate Avengers are Nick Fury's death squad of maniacs, psychopaths and jerkasses too extreme for the Ultimates.
  • Evil Counterpart: For the Ultimates. How evil? The Hulk was rejected for not being amoral enough.

    Gregory Stark 

Gregory Stark

Tony's older brother, who is much more arrogant and morally dodgy. He gets on well with Nick Fury because of this.

  • Beard of Evil: Has a goatee. Blonde, naturally.
  • Big Bad: Of the Ultimates Vs. New Avengers. He's also revealed to have engineered everything that's happened to The Ultimates post-Ultimatum.
  • Canon Foreigner: Created for the Ultimate Universe... though his power set reveals him to be an Expy of the Living Laser.
  • Comic-Book Fantasy Casting: As drawn by Pachecho, he looks an awful lot like Daniel Craig.
  • Evilutionary Biologist: Created Nerd Hulk and The Spider (a genius-level Spider Clone) mainly to see if he could. He loans Nerd Hulk to Nick Fury for his Black Ops team and keeps The Spider locked away for a rainy day.
  • Evil Twin: He's basically Tony Stark with no moral fiber or integrity whatsover, but with all the business skill and intellectual genius. Even his abilities are a deliberate opposite of Tony's - Tony wears Powered Armor, while Gregory's "armor" is on the inside, fueled by Nanomachines.
  • Expy: His Nanotech gives him the abilities of classic Iron Man villain the Living Laser and due to his intelligence, he's able to utilize those powers better than his 616 counterpart (able to fend off five trained men bolstered by Hulk-level strength). Unfortunately, Gregory's Nanotech has one gigantic weakness that the original didn't have.
  • Jerkass: He's rude, demeaning and abrasive to everyone who isn't Nick Fury. And that's before he turns out to be evil. Apparently he makes people book appointments just to make small talk with him.
  • Let No Crisis Go to Waste: Sees the events of Ultimatum as an opportunity to usurp Tony's position as chief supplier of tech to S.H.I.E.L.D., not to mention his plan to create super soldiers for a democratic revolution in oppressed dictatorships.
  • Light Is Not Good: A blonde teetotaler Man in White, the man is Tony's physical opposite. Taken Up to Eleven with the reveal that he has powers of his own that turn his white suit into a pure blinding light.
  • The Man Behind the Man: In Ultimates Vs. New Avengers, it's revealed that he is the person who was selling super soldier secrets to foreign countries, setting up Nick Fury to take the fall.
  • Man in White: He dresses in white suits and when he activates his powers, he emanates pure white light.
  • Manipulative Bastard: Sets the Ultimates and the Avengers against each other with ease.
  • Not So Different: A visual version done in Ultimate Avengers vol 3, as he and Tony walk side by side, they're drawn to look identical, save their suits and hair color, right down to nigh-identical dead-eyed secretaries walking alongside them.
  • Tyrant Takes the Helm: Played with. Gregory sets Nick Fury up to take the fall for his own treasonous actions and discredits Carol Danvers so he can take the reins at S.H.I.E.L.D.... but only does so to set-up AstroTurf revolutions in the Middle East and North Korea and install democratic governments in the place of dictatorships. That the new governments would look upon S.H.I.E.L.D. favorably... well, that's just a bonus.
  • Weaksauce Weakness: Gregory's Nanotech powers are far superior to anything the Ultimates can throw at him, let alone what Tony's suit is capable of. However, still being based purely in technology, Gregory is still vulnerable to something his "stupid" little brother had long made contingencies for in his own suit.
    Gregory: What have you got? Pulsar-beams? Booster jets? Durability? A force field?
    Tony: Don't forget my electromagnetic pulse.
    Gregory: *depowered* What? What's happening? What have you done!
    Tony: Your tech might be better than mine, but it's still just tech, Greg. That pulse just took out every piece of electronics in a ten-mile radius.
    Gregory: Oh no.
  • Well-Intentioned Extremist: His true plan. He gets current S.H.I.E.L.D. leadership out of the way so no one can intervene in his planned revolutions to overthrow the dictatorships in the Middle East and North Korea.

    War Machine 

War Machine / Jim Rhodes

    Black Widow II 

Black Widow II / Monica Chang

Nick Fury's ex-wife. She really hates him, and with good reason, since he slept with every female person she knew (friends, cousins, her mother) etc. She also has a child named Julius, who may or may not be Nick's.

  • Action Mom: Of her son, Julius.
  • Alpha Bitch: She comes off as this for her team, notable as Nick, who was once married to her, described being her husband as more traumatic than the Vietnam War. Notable as she chose the name Black Widow despite the previous Black Widow having killed her teammate Hawkeye's family simply because it sounded badass.
  • Anti-Hero Substitute: Inverted. Monica is far more pure and upstanding than her predecessor, who killed children in cold blood.
  • Affirmative Action Legacy: The Asian-American replacement for the first Black Widow, who was white.
  • Badass in Charge: Became this after taking over S.H.I.E.L.D. until her death.
  • Canon Immigrant: She was brought over to the classic Marvel Universe in Avengers A.I. Though the two characters are pretty different, save for their somewhat similar attitudes.
  • Clothes Make the Superman: Wore a "Stark Suit" in her first few appearances that served to increase her strength, speed, and agility.
  • Dropped a Bridge on Her: Killed in Miles Morales, Spider-Man by the revived Green Goblin without so much as a fight.
  • Expy: Of Maria Hill, after a fashion. Both are hardcore female S.H.I.E.L.D. agents known for their biting attitude that replaced Nick Fury as the head of the organization at one point or another.
  • Guns Akimbo: Favors wielding two pistols.
  • Informed Attribute: Nick Fury says she's so ridiculously unpleasant that even war itself was less traumatic than her. While she starts off nasty-ish, she mellows out after the first volume of Avengers, and isn't remotely as bad as some of her teammates, never reaching the sheer levels of awfulness Fury ascribes to her. But then, he's probably biased.
  • Jerk with a Heart of Gold: Monica may be the Alpha Bitch of the team, but she's also a loving mother, passionate about defending her country, and worries about her teammates in fights.
  • More Dakka: Sometimes slips into this on missions, including firing a massive cannon that had its own chair attached.
  • Most Common Superpower: Nick Fury jokingly asks if she had a "boob job," but she just tells him to shut up. Either way, she's as stacked as every other woman Leinil Yu draws.
  • Noodle Incident: Her marriage to Nick Fury. It's alluded to somewhat, with Nick pointing out to the Punisher that he was "married to that bitch" and to not expect sympathy for her being rude. It's later revealed that Fury cheated on her. Repeatedly. With her family and friends.
  • The Smurfette Principle: Was the only woman on the Avengers/Ultimates team after the Red Wasp left and before Giant Woman (Cassie Lang) joined.
  • Super Speed: Had this while wearing her "Stark Suit." She could run at about 110 mph.
  • Super Strength: Per her "Stark Suit," though it wasn't showcased very well before she stopped wearing it.
  • Super Toughness: Had this while wearing her "Stark Suit" too.
  • Vitriolic Best Buds: Has this going with Hawkeye a bit.
  • Working with the Ex: She's nowhere near happy about working with Nick again despite secretly still loving him due to their Awful Wedded Life.

    Red Wasp 

Red Wasp / Doctor Petra Laskov

A member of the Liberators, who was recovered by S.H.I.E.L.D. and made to work for them. She joins the team for a chance at revenge on the Red Skull.

  • Boxed Crook: Very unwillingly.
  • Chuck Cunningham Syndrome: Vanished after Ultimate Comics Avengers vol 1. Justified, since she only wanted to kill the Red Skull, and having gotten that, she has little reason to stick around.
  • Combat Stilettos: She sported high heels.
  • Dark and Troubled Past: A very horrific past. As mentioned here, the Red Skull broke into her home, abducted her baby son at gunpoint, and then gave her a Sadistic Choice of either murdering her husband or watching him shoot her son. She beat her husband to death, then watched the Red Skull hurl her son out a window to his death before he ordered his men to beat and gangrape her before leaving her for dead. She still wears her gold wedding ring to remember what the Red Skull did to her.
  • Flight: Capable of this, thanks to wings like her predecessor.
  • Hot Scientist: Very much so.
  • It's Personal: Towards the Red Skull, who forced her to kill her husband, murdered her baby boy, and then left her to be brutally raped and beaten by his henchmen.
  • Most Common Superpower: She has a very large bust.
  • Of Corsets Sexy: Wore this as her costume.
  • Rape as Backstory: The Red Skull had his men gang rape her, after he forced her to kill her husband before killing their son.

    Nerd Hulk 

Nerd Hulk

A clone of the Hulk with Bruce Banner's intellect. Unfortunately his lack of rage-backed strength make him useless to Fury, who just wanted a Hulk that could smash whatever it was told to smash.

  • Beware the Nice Ones: He doesn't have any of the original Hulk's killer instinct and lack of self-preservation, but if you get him sufficiently riled up... he is still a Hulk.
  • Inverse Law of Complexity to Power: Fury wanted to create a Hulk that was physically powerful while having enough intelligence to properly follow orders. Unfortunately, the Nerd Hulk's intelligence and newly gained cautious behavior took away the Hulk's general advantage of being more powerful and dangerous with his diminished intelligence and reckless rampaging behavior. This is lampshaded by Captain America.
  • Killed Off for Real: At the end of volume 3
  • No Respect Guy: Is he ever.
  • Super Strength: He is a Hulk. He's just not as strong as the regular Hulk.
  • Token Good Teammate: He's the Hulk with Banner's morality and moral compass, making him much more moral than the rest of his team but also a major Butt-Monkey for the team.

    Tyrone Cash 

Tyrone Cash / Leonard Williams "The First Hulk"

An old colleague and professor of Bruce Banner, who created an experimental formula to turn into a Hulk, and when it worked formed his own criminal empire.

  • Bald of Evil: Of a sorts. He has a haircut that leaves a good portion of his head bald and his remaining hair in the style of a tribal tattoo. It looks intimidating as hell when he's hulked out... and silly when he's not.
  • Canon Foreigner: Created specifically for Ultimate Marvel. An alternate version of Leonard Williams does eventually make his way to the 616-verse as part of the Thor Corps with Gamora and Kit Renner.
  • Evil Brit: And he revels in it.
  • Evil Old Folks: Cash is a withered, crippled dirty old man when he isn't hulked out, living large in a life of crime and indulgence that comes crashing down when Nick Fury comes knocking at his doorstep.
  • Expy: Cash is effectively the Ultimate Marvel version of Grey Hulk's "Joe Fixit" persona, but even more morally bankrupt and a Crime Lord rather than a mere Enforcer.
  • Feet of Clay: For his protégé Bruce Banner, who is the one officially credited with creating the Hulk Formula. Most of the research is derived from Williams' own notes, which Banner built from to develop his own Super Soldier serum. This is later Zig-Zagged, as Williams took Banner's flawed formula and perfected it, transforming himself into a Hulk that gets to keep his intelligence.
  • The Hedonist: Sells Super Soldier formulas to foreign powers to fund his extravagant lifestyle.
  • It's All About Me: The very reason he never made more of himself, despite perfecting the Hulk Serum Banner created based on his research. Once he realized what his Hulk form was capable of, he decided to fake his death and ditch his family to live large in South America.
  • Jerk with a Heart of Jerk: When told his family miss him, he just casually brushes it off. He also grabs a plane mid-flight, smashes it against War Machine and taunts him about it. When Fury instead tells him that he will personally let his family knows that he's still ''alive''... he timidly complies.
  • Killed Off for Real: Once he's stopped being immediately useful to the Avengers, he's offed.
  • Mundane Utility: Called out on this by both Nick Fury and War Machine. He could have used his genius to help the government in the superhuman arms race or even turned his refined Hulk formula towards the greater good in medicine. Instead, he operates in a third-world country living a Scarface-inspired life. And that's how he likes it.
  • Scary Black Man: Makes his living actively embodying the stereotype.
  • Superpower Lottery: Williams took Bruce Banner's Hulk formula (which was based on his own notes anyway) and perfected it, allowing him to hulk up while retaining his intelligence. He's much stronger than Banner's base level but doesn't seem to get stronger the longer he fights, which isn't really a hindrance for him (as it is for The Abomination and Nerd Hulk) because he's perfectly capable of cutting loose when the situation calls for it.
  • Token Evil Teammate: He only joined the team in the first place after Fury blackmailed him and he's one of if not the worst of team in terms of personal morality since he does what he does For the Evulz since Evil Feels Good. This comes back to bite him when he stops being useful to Fury anymore, and gets a bullet to the brain from Nick for his trouble.

    The Punisher 

The Punisher / Frank Castle

  • Cold-Blooded Torture: He's very fond of it. Nick managed to get him to join his team a second time by offering to grant him free reign to torture and kill prisoners in the prison he was contained in along with a shopping list of torture tools.
  • Dramatically Missing the Point: Takes a message from the Devil's own servant to "keep up the good work" as approval from Up There. In case it wasn't clear Frank is not remotely sane.
  • Everyone Has Standards: Frank is just as horrified as everyone else when he accidentally wounds Peter Parker. Possibly more so, even.
  • Gun Nut: It's The Punisher. What would you expect?
  • More Dakka: His solution to any given problem is to fire more bullets at it. Any.
  • Nice Job Breaking It, Hero!: He's the one who bears a lot of blame for the death of Peter Parker, since he took a bullet that Frank intended for Captain America.
  • Roaring Rampage of Revenge: Against criminals. All criminals. Why? Because his family was murdered by a gang of criminals and the corrupt cops that took their bribes.


    Herr Kleiser 

Herr Kleiser

One of the Chitauri, an alien race of reptilian humanoids who supported the Nazis during World War II and who were the main threat that Captain America fought against.



They had a Norse god on their side. It's only fair you should get one too.

The Cain to Thor's Abel, Loki is revealed to be The Man Behind the Man for the first two volumes of the series, pulling everyone's strings to get his brother out of the picture and conquer the world for shits and giggles. More malicious than mischievous, he is nonetheless the God of Mischief and, when provoked, is more than willing to prove the "God" part of his name.

  • Adaptation Name Change: As this Loki is indeed biological Odin's son, his last name is "Odinson", not "Laufeyson".
  • Always Second Best: To both Thor and Balder. His envy of this is what ended up driving him to villainy.
  • Big Bad: In The Ultimates 2
  • Bishōnen: His appearance in The Ultimates 2 is actually what kicked off the trend of Loki being portrayed as (relatively) young and attractive, as his classic appearance in the 616-verse usually had him drawn as sickly, older, and a bit craven.
  • Brought Down to Badass: Even without his godhood, Loki proves to be a pain due to his wits and knowledge of the arcane.
  • Cain and Abel: With Thor, obviously. He is also the Cain to Balder, having killed him when he was stealing the Nord stones.
  • Comic-Book Fantasy Casting: He is drawn to resemble a young Neil Gaiman, making him the second character in the book to have a real-life model (the first being Samuel L. Jackson allowing his facsimile to be used for Nick Fury). note 
  • Composite Character: Baron Zemo was an alias he used during World War II.
  • De-Power: In The Ultimates 2, Loki is a reality warping Physical God able to summon an entire army from Asgard and fight toe-to-toe with his brother. However, as a direct result of him cutting loose, he lands squarely on Odin's radar. The Allfather re-powers Thor and sends a squadron of Valkyries to back up The Ultimates while stripping Loki of his godhood. In a later arc he reappears, still mortal, having to rely on his own magical prowess and wits.
  • Early-Bird Cameo: First appears in a background shot during the first issue, when he's making Thor look crazy.
  • Fallen Hero: When they were young, Loki was one-third of a Sibling Team with his brothers.
  • For the Evulz: Despite enabling The Liberators to conquer the United States, Loki doesn't seem to have any real goals of conquest of his own aside from screwing with his brother and shiggles.
  • Loophole Abuse: It's implied that the Odinson Brothers cannot actually kill each other, so when Loki escapes his imprisonment he opts to turn The Ultimates against Thor (by making them think he's mentally unstable) to keep him out of his plans. It's telling that Loki's power starts to fail when he attempts to kill his brother himself and Thor can only banish Loki back to Asgard rather than kill him outright.
  • Made of Diamond: The Liberators are a deadly group of genetically enhanced Super Soldiers... but Loki is a God. He can completely No-Sell punches from The Hulk and even shrugs off blows from Mjolnir before Odin strips him of his powers.
  • Manipulative Bastard: Turned the team against each other with ease, making Thor look like a nutcase (and later gaslighting him to make Thor doubt his own sanity), and convinced Nick Fury that Captain America was a traitor.
  • Non-Action Big Bad: Justified, because if he uses his powers Odin will know where his is. The most he can do is mess with people's perceptions. Eventually he decides he doesn't care, and lets loose.
  • Non-Human Humanoid Hybrid: Aesir on his fathers side, Giant on his mothers.
  • Not-So-Harmless Villain: While not strictly "harmless", Loki remained behind-the-scenes and manipulated events to create The Liberators whilst branding his brother as a mentally-ill man who is powered by stolen Tech. Once his team is defeated, though, Loki decides to stop holding back and release his full godly power. His first action turns the sky red.
  • One-Winged Angel: After The Liberators are defeated, Loki finally decides to get serious and unleash his might. Curiously, it isn't Loki himself that changes form, but the invocation of his full strength bends reality itself around him, turning the sky blood red and summoning an army of mythical monsters to destroy The Ultimates.
    • Clipped-Wing Angel: Unfortunately for Loki, using his full power allows his father to zero in on his location, resulting in his powers being stripped from him in the middle of battle with Thor.
  • Physical God: He isn't nearly as imposing as his brother, but no one is able to touch him until Odin's intervention. And even after that, it takes the combined might of The Ultimates, a fully-powered Thor, Odin stripping him of his godhood, and an Asgardian Army to weaken him enough for banishment.
  • Reality Warper: Loki's bread-and-butter. He keeps things small scale at first, like shifting Thor's senses, due to him wanting to stay off of Odin's radar. However, after the rest of The Liberators are defeated he decides to cut loose.
  • Redemption Equals Death: Admits he regrets his actions and makes amends with Thor seconds before they go to die in battle together.
  • Related in the Adaptation: An odd case. In both the 616-verse and the Marvel Cinematic Universe, Loki is Thor's adopted brother, though his origin differs a bit in each universe. In Ultimate Marvel, Loki and Thor are half-brothers through Odin, conceived as part of a peace agreement with the giantess Laufey.
  • Sealed Evil in a Can: This is what Loki was until just before the events of The Ultimates Vol. 1, escaping shortly after The Hulk's first rampage through New York. He had been trapped for more than 50 years within The-Room-Without-Doors until managing to scrape enough power together to slip away. After Odin strips Loki of his godhood, Thor is able to send him back to his prison. The City's attack and ultimate destruction of Asgard allows Loki to escape once more, though he is but a shadow of his former power without his godly strength. This doesn't stop him from being a gigantic pain in the ass, though, as he is still a world-class sorcerer.
  • Those Wacky Nazis: Loki's support of The Liberators isn't the first time he's meddled with the human realm. As Baron Zemo, he rallied the Frost Giants and allied with the Nazis in World War II, bringing an army of both against Asgard to overthrow Odin. His resulting defeat led Odin to imprison him inside The-Room-Without-Doors until his escape a half century later during the events of The Ultimates Vol 1.
  • Truer to the Text: The only part of him that is true to his mythological counterpart is Laufey being his mother.

    The Liberators 

The Liberators note
Starting clockwise: The Abomination, Perun, The Crimson Dynamo, Schizoid Man, Hurricane, Loki, The Swarm, The Colonel.

The Great Satan has just been liberated.

A Super Soldier team put together by nations worried about the escalation of the American super-soldier initiative. They invade the United States in volume 2. The team is run by Loki.

  • Adaptational Nationality: As usual for the Abomination. While the original character was Russian and the MCU character was a Brit, this Abomination is Chinese. He duly gets an Adaptation Name Change to go with it.
  • Adaptational Wimp: No incarnation of the Abomination has ever had much luck against the Hulk, but Ultimate Abomination takes the cake. After getting a couple of token hits in, he spends most of their fight begging for mercy as Hulk literally tears him apart while asking him nonsense questions. The fight ends with Hulk mocking him before punching his skull into pulp.
  • An Arm and a Leg: Abomination loses his arms to Hulk, before his head. Hulk also literally disarms Abdul when he tries to stab Cap from behind
  • Alas, Poor Villain: Abdul is given this treatment.
    Fury: (to Cap) Skinny kid becomes a super-soldier to go off and fight the invading army. Guess that story pushes the right buttons for you, huh?
  • Anti-Villain: Most of them are utter bastards, but the Colonel, at least, seems to be a genuinely good guy who just happens to be fighting for the wrong side. Indeed, his death scene is probably the most respectful send-off anyone's ever gotten in the entire series.
  • Always Someone Better: Played with. They were certainly trying for this. The Abomination was the Hulk with brains. Swarm summons armies of wasps. Crimson Dynamo has a bigger suit no doubt intended to be higher powered. etc. But the Ultimates counter by revealing upgrades or levels taken in badass. And in the case of the Abomination, being an intellectual isn't very useful when your best assets are your rage and your fists.
  • Butt-Monkey: The majority of them. Perun gets a special mention since he not only was never seen in combat, but was the only Liberator to have willingly surrendered. And when he reappeared in Ultimate Avengers, he was instantly killed.
  • Double Weapon: The Colonel wields a double-bladed laser sword that's more than a little reminiscent of Darth Maul's lightsaber in The Phantom Menace. This is even given a Shout-Out in the story itself.
  • Equal-Opportunity Evil: A whole team made up of evil foreigners.
  • Evil Counterpart: For the Avengers.
  • Foil: The Colonel, for Captain America. Like Steve Rogers, he was a sickly boy with strong personal beliefs and a love for his home country. Unlike Steve Rogers however, he's motivated by revenge, since his country was invaded by America twice during his life. It even applies to their designs. Steve primarily wears blue, while the Colonel wears red. Steve wields a shield, the Colonel carries a laser-sword.
  • Impaled with Extreme Prejudice: Cap does this to Abdul, with Abdul's own sword no less
  • Jerkass: Hurricane.
  • Killed Off for Real: All of them, save Swarm (if she is the same person as Red Wasp).
  • Multinational Team: A supervillain example composed of a Iranian-Azerbaijani (The Colonel), two Chinese (Crimson Dynamo and Abomination), a Russian (Perun), a Georgian (Swarm), a North Korean (Hurricane), a Frenchman (Schizoid Man) and an Asgardian masquerading as a Norwegian (Loki).
  • My Friends... and Zoidberg: Black Widow and Hank Pym betray the Ultimates and allies themselves with the team, but neither are considered official members. Pym even tries selling the team out to the Ultimates when it becomes clear that he's on the losing side.
  • Neck Snap: How Perun dies.
  • Off with His Head!: Abomination, via Hulk punch.
  • Paper Tiger: Ultimates Abomination looks tougher and meaner than the silly original Abomination with his fish ears, but ends up folding to the Hulk like a cheap paper plate.
  • The Psycho Rangers: Each of them mirrors a specific Ultimate. In this case, the Colonel (Captain America), Abomination (Hulk), Perun (Thor), Swarm (Wasp), Hurricane (Quicksilver), Dynamo (Iron Man).
  • Quirky Miniboss Squad: Unlike the Chitauri, the Liberators actually get distinctive looks and personalities.
  • Red Shirt Army: A literal one. Their foot-soldiers will die in about a month, but since their bosses just need a disposable army, they're perfect. They all die.
  • Required Secondary Powers: Worth mentioning because aside from The Colonel and Schizoid Man, the team doesn't have them.
    • The Crimson Dynamo wears a power suit so large it counts as a Mini-Mecha, but lacking Tony's unique physiology and the nanites used to interface with the traditional Iron Man suit, he is permanently sealed into it and directly hard-wired via his central nervous system to control the suit's drones.
    • The Hurricane gained her Super Speed via surgery and genetic enhancement, but has to wear a specialized armor to reduce the friction generated by using her powers. And even that is taken beyond it's limits by Pietro (who was born with his abilities and is durable enough to properly use them).
    • The Abomination is stronger than The Hulk yet still maintains his intelligence. However, this means he lacks the berserker instincts The Hulk has to properly utilize his strength (as The Hulk has no fear of death).
    • The Swarm is able to control a wider array of insects than Hank Pym, but aside from a horrific appearance lacks any other powers, leaving her helpless as The Wasp grows to gigantic size and squashes her flat.
    • Perun is a lower powered version of Thor, running on technology rather than godly power which might kill an ordinary man. Oddly enough, he still manages to survive his fight and get away though he shows up long enough to get killed in the next volume.
  • Shock and Awe: Like Thor, Perun can summon lightning.
  • Smug Snake: Ultimate Abomination considers himself to be a superior Hulk because he retains his genius intellect. The Hulk very quickly demonstrates to him how mistaken he is.
  • Token Good Teammate: The Colonel is the only one to not display any real negative traits, simply with them for the goal of protecting his homeland. He even insists the American people don't suffer for the sins of its government. It gets to the point that Cap and even Fury feel sympathy for him.
  • Unwitting Pawn: The team and their backers are all being manipulated by Loki.
  • Villains Want Mercy: Some of them do, anyway. Ultimate Abomination Ain't Too Proud to Beg, but the Colonel refuses to give Captain America the satisfaction.
  • Younger Than They Look: The Colonel is a teenager, but he looks like he's in his mid-thirties.

    Red Skull 

Red Skull

  • Alas, Poor Villain: He, of all the people, gets this in his final issue. It turns out all he wanted was to use the Cosmic Cube to go back in time, prevent Cap from freezing, and then his parents (Steve and his then sweetheart, Gail) could marry and raise him themselves (since he utterly loathed his life as a Tyke-Bomb. To his credit, he knew the evils he had committed, but by then, it was too late for him.)
  • Antagonistic Offspring: To Cap
  • Bastard Bastard: Of a sort. Everyone views him as the second coming of Steve Rogers, to the point that his childhood is effectively stolen from him as The Government can't help but train him up to be another Captain America. He eventually cracks under the pressure, resulting in his transformation into The Red Skull.
  • Been There, Shaped History: He assassinated John F. Kennedy, took part in the Vietnam War, worked for two of the most brutal dictators of the 20th century (Pol Pot of Cambodia and Idi Amin of Uganda), worked for the Russians in Afghanistan and has trained and fought alongside terrorist groups across the entire globe. Basically envision all the terrible shit that occurred during the latter half of the 20th century and he probably had some involvement in it.
  • Big Bad: Of Ultimate Comics: Avengers - The Next Generation
  • Body Horror: Calmly sliced off his own face, just to stop looking like his dad.
  • Evil Old Folks: Is in his late 60's when he resurfaces, but due to the Super Soldier formula running through his veins his physique reflects a man half that age.
  • He Who Fights Monsters: When it's revealed what he actually wanted the Cosmic Cube for - everything he did from killing JFK on was in service of tracking down a means to travel backwards in time to rescue his father. He likely justified every Kick the Dog moment he had because if he succeeded in going back to the past, none of his most extreme actions would have actually happened.
  • Impaled with Extreme Prejudice: By a plane. It doesn't kill him, though.
  • Laser-Guided Karma: Was killed by the woman that he forced to kill her husband, before throwing her baby out the window and having his thugs gang-rape her.
  • Luke, You Are My Father: Captain America is his father
  • Related in the Adaptation: Again, this version of the Skull is the son of Captain America.
  • Set Right What Once Went Wrong: His true motivation. He wants the Cosmic Cube (a device of near infinite power)... to travel back in time and prevent his father from being frozen in the Arctic.
  • Strong Family Resemblance: Before he cut off his face, he was the spitting image of his father.
  • Tattooed Crook: He has these all over his body including on his skinned face!
  • Tyke-Bomb: He was brought up to be the next Captain America and taught to serve his country no matter what.
  • Well-Intentioned Extremist: As sick as he is, once it's revealed he intends to change the timeline, it becomes clear that his horrible actions are driven by him just not giving a shit about what happens because he's going to reset it anyways.
  • Who Shot JFK?: Why, he did. Just to prove to the U.S. government what he could do.
  • Would Hurt a Child: Pitches an infant out the window with zero remorse.

    The Maker 

Reed Richards

  • Abusive Parents: His father was, essentially, what happens when a stereotypical Jerk Jock grows up to have a son who's a nerd...
  • Always Someone Better: If his rant to the new president is any indication, he considers Tony Stark this.
  • Expy: While he started of course as a counter part of the original Reed Richards, he became one of Kang The Conqueror and/or Doctor Doom.
  • Face–Heel Turn: Reed ironically ends up being very much like Doctor Doom.
  • Good Scars, Evil Scars: Received from Johnny Storm, after he attempted to kill Susan Storm. For unknown reasons, it shrank over time, going from massive disfigurement to just a mild scratch across one eye. Justified by The Reveal that he's basically a Humanoid Abomination.
  • Heel–Face Turn: Saw the error of his ways after Cataclysm after witnessing the alternate life he would have had if he stayed with Sue and remained a good person. Or not, as New Avengers revealed he was faking it, and just continued on with what he was doing anyway.
  • Helmets Are Hardly Heroic: Has a conical helmet covering his face, which handily conceals his identity.
  • It's All About Me: He views himself as the sole savior of the universe and feels everyone who is against him is wrong.
  • Jerkass: He had problems with this even before his Face–Heel Turn, but it kicks into overdrive once he turns.
  • Knight Templar: He wishes to solve all the problems of the Earth, no matter the cost.
  • Reed Richards Is Useless: A dark take of the trope. After getting stopped and stalled from every scientific discovery that he ever made, Reed Richards just loses it and starts taking out every scientific hero or foundation who could possibly stop him.
  • Self-Made Orphan: The first people he killed when he went evil were his family.
  • Smug Snake: He's very proud of his intelligence and won't let anyone forget it.
  • Turned Against Their Masters: Eventually, the computer of the City comes to the conclusion, that Richards's megalomanic and warmonger attitude is obsolete, and only hinders the further development of the City. Or not, as it remains allied with him in secret.

    Modi Thorson 

Modi Thorson

Modi is the son of Thor and Hela, one of the few Asgardians to survive the Maker's assault on Asgard, and the God of Anger. After being left in the Room Without Doors, he aligns with Hydra to take revenge on his father.
  • Alas, Poor Villain: Thor is absolutely devastated at having to kill him.
  • Antagonistic Offspring: To Thor, after becoming an adult.
  • A God Am I: Slightly justified since he is one, but he takes it a step further and declares himself the one true god.
  • Badass Boast: Lets out one after Thor mistakes him for Loki. He promptly transforms from human clothes into much more regal divine armor.
    Modi: I'm not your brother. I'm your son. I am Modi, the last surviving Asgardian. And I am your only God. Bow, father. Bow and obey!
  • Child by Rape: While Thor was given a choice to have sex with Hela, the fact it was the only way to leave made it coercion.
  • Cruel Mercy: Regards Thor saving him from Ragnarok as this. While he survived, it drove him insane.
  • Defiant to the End: Uses his final moments to verbally tear Thor apart for abandoning him in the World Tree.
  • Drop the Hammer: Wields Mjolnir, which was given to him by Thor.
  • Dying Curse: Bitterly tells Thor that his death will haunt him.
  • Generation Xerox: He's very much like his uncle Loki, in both personality and powers, to the point Thor initially believes him to be a disguised version of the deceased trickster.
  • Go Mad from the Isolation: He spent years in the Room Without Doors and when he came out, he was hungry for revenge.
  • Humans Are Bastards: Came to believe this after witnessing Asgard's destruction. He doesn't even think he's controlling the humans in his army, just showing off their true selves.
  • Last of His Kind: Alongside Thor, he's the only Asgardian to survive Ragnarok. Since Thor was Brought Down to Normal while he remained a God, he considers himself to be this.
  • Mismatched Eyes: One of his eyes is red while the other is blue.
  • Older Hero vs. Younger Villain: He's (physically at least, if not mentally) younger then any of the Ultimates.
  • Scarf Of Asskicking: Sports a big blue one in his "godly" form.
  • Used to Be a Sweet Kid: What we see of Modi as a child is mostly an innocent little boy.


    European Union Super Soldier Initiative 

The European answer to the Ultimates, consisting of one super-soldier for each of the union's nations, forwarded by Doctor James Braddock. They also serve with the Ultimates on occasion.

  • Adaptational Superpower Change: Regular Captain Britain's powers come from a magic amulet given to him by the omniversal wizard Merlyn (possibly no relation to Merlin). Here, they're the result of tech and genetic engineering. No wizards involved.
  • Captain Geographic: For Britain. And France. And Italy, and... well, you get the idea.
  • Flying Brick: Each one comes with the boilerplate powers of super-strength and flight, and no indication of anything beyond that.
  • Offscreen Moment of Awesome: During Ultimates 2, they sneak into Liberator-occupied territory and bust out the other heroes, all on their own. And almost entirely off-page.
  • Spared by the Adaptation: In regular Marvel continuity, James Braddock senior suffered a case of Death by Origin Story for Brian. Here, he sticks around and eventually succeeds his brother as the new Captain Britain.
  • Theme Naming: Apparently unintentional on their part, but they started with Captain Britain, and by the time they got around to Captain Italy, they just sort of figured "well, might as well roll with it".

    The Defenders 

A group of super-hero wannabes Hank Pym runs into after getting kicked out of the Ultimates. Their number includes Nighthawk, Black Knight, Power Man, Son of Satan, Hellcat and Valkyrie.

  • Adaptational Villainy: All of them, after making their deal with Loki for powers and serving as his agents.
  • Adaptational Wimp: All of them start off as pathetic jokes, instead of the legitimate superheroes of their 616 counterparts.
  • The Bus Came Back: A group of one-off poseurs in Ultimates 2, they return in New Ultimates with actual powers.
  • Deal with the Devil: They signed up for a deal with Loki for powers.
  • Non-Indicative Name: This version of Son of Satan is not actually the son of Satan.
  • Two Girls to a Team: Hellcat and Valkyrie are the only gals around. Come New Ultimates, it's just Hellcat.

    The Ghost Rider 

Ghost Rider / Johnny Blaze

Once, there was a man named Johnny Blaze, who along with his girlfriend was attacked by a satanic biker gang, who sacrificed Johnny to the Devil in exchange for their souls. But the Devil, in that way of his, thought it was fun to make a deal with Johnny, sparing his girlfriend in exchange for serving as his agent, the Ghost Rider.

  • Anti-Villain: He's going around murdering people horrifically, but they sold their souls to the Devil for power and glory.
  • Badass Biker: Wouldn't be the Ghost Rider if he didn't ride a fiery bike.
  • Deal with the Devil: He works for the Devil, in exchange for Roxanne being alive and well.
  • Outside-Context Problem: Even in a world where magic and gods are known to exist, the idea of someone working for the literal Devil is nigh-impossible for the Avengers to swallow. They just think the Ghost Rider is a souped-up Mutant. They are wrong. They are very wrong.


Example of: