Or – “Playing Catch-Up Is Actually Kind Of Fun…”


Peter Quill. Astronaut. Star-Lord. Fallen hero. In the wake of the Annihilation, the powers of the universe have been completely revamped and reconfigured, but there are still situations that cry out for the intervention of the master of the spaceways… The situation on Hala (home of the Kree) is beyond desperate, and the powers that be have drafted Pete and a few of Marvel’s other back-catalog characters into a suicide mission, a mission behind enemy lines where nobody expects any of them to survive. Whaddaya bet that they’re right?

Previously, on Annihilation Conquest – Star-Lord: When Annihilus sent his annihilation wave through the universe, he intended to set up a new empire, but it was ASL1.jpgpretty obvious that he expected it to be his. That didn’t happen, obviously, but it still left the opening that allowed the Phalanx to take over the Kree empire. Some of the few remaining uninfected Kree pulled in Star-Lord (whose actions did, admittedly, leave the opening in security that the Phalanx exploited) as well as several others: Deathcry, Shi’ar assassin. Rocket Raccoon, arrested for salvage in Kree territory. Bug (formerly of the Micronauts) arrested for violating the purity of the Kree by impregnating one of their women. Groot, monarch of Planet X. Mantis, the Celestial Madonna. And the current Captain Universe, Gabriel Vargas, a former soldier who only went into space to help people. They’re all expendable, and their mission is to infiltrate Phalanx lines on Hala to try and find out how they’re creating their technology, but there are a few rough edges that need breaking down first…


Captain Universe protests that he was only trying to protect her, but Deathcry informs him that if he does it again, she will ‘dance the death-dance with him.’ Add that Groot’s disdain for all the commoners, Bug and Rocket vying for the team smartass position, Mantis’ detached demeanor, and the fact that Peter doesn’t really want to be there, and we’ve got a recipe for blowing stuff up. The make their way past the sentry robots, climbing into an underground system of ruined structures (proving that Groot isn’t exactly perfect for a covert action) all the while trying to answer the question of how to undermine an entire city of Phalanx without using technology, and thus making themselves trackable? While the team argues among themselves, Star-Lord checks the mission brief…


She also has cosmic awareness, gentlemen… Just as an aside. In the nerve center of the former Kree capital, the Phalanx have become aware of the presence of seven “biological anomalies” and take the appropriate steps (after first marvelling that Groot, a “Flora Colossus” is supposed to be extinct) and decide to just bomb the crap out of them. Star-Lord wonders aloud what a Phalanx bio-reproduction facility would even LOOK like, and Mantis asks about micro-miniaturization, leading the team to be even more depressed that they might not even be able to FIND their target. Trying to stay unseen, the Magnificent Seven are shocked when the walls blow open, and two-dozen of Annihilus insect warriors and hundreds of Phalanx droids bust through…


Exposed, Star-Lord and company are forced to stand alongside his former foes, and Mantis finally makes her move, defeating the droids with her mastery of space-kung-fu. The fights goes wild, and Groot brings down the house on their attackers by throwing a missile at the ceiling. The annihiloids get cut to pieces, but Star-Lord quickly extricates his team through more underground tunnels. As they move to leave, Deathcry is taken by surprise by an attack ‘droid, and Captain Universe moves on instinct, blowing it away. “AGAIN????” cries the Shi’ar, and turns on her teammate. “Once is ignorance, twice an affront! I will NOT be dishonored.”


Is it wrong that this moment made me cheer out loud? I never liked Deathcry, finding her to be nothing more than an annoyance, an overt attempt to make the Avengers more X-Men-like. Unfortunately, while Rocket manages to get the Cap’n down the tube, the only exit is too small for the King of Planet X… Groot turns to face the swarm of attacking robots, and has himself a John Wayne moment, wah-HUH.


Okay, that was nice, and I’m actually welling up a little watching the big guy go under. It’s impressive that Giffen is able to evoke such sympathy in one of Marvel’s old-school monster characters, someone who has had limited if ANY character before this. Star-Lord tries to keep Captain Universe from going under, but C.U. is already starting to lose it. “She was gone… Stoked on bloodlust. Either your or she was gonna make it out… and, truth be told, I’m glad it was you.” The team realizes that any or all of them could be expendable, and we fade to black… Luckily, the next issue is here as well, and we join the Magnificent Five two days later, with Star-Lord infiltrating Kree society in the hopes of finding something, ANYTHING that will help their cause.


During his time as advisor to Ronan, Pete was given full access to all Kree security nets, using Ronan’s own anonymous security password, and actually (miraculously) is able to access what he needs, finding that Mantis was right. The Phalanx bio-restorative virus is not only microscopic… it’s airborne. And EVERY SINGLE KREE on the planet is their incubator. “We are so screwed…” thinks Star-Lord, while back in the tunnels, his fellow Morituri discuss their situation…


Rocket taunts that “Ignorance is no excuse,” but Mantis blows him off, and Bug makes fun of his cleaning compulsion. “Any obsessive/compulsive behavior we should know about?” taunts the Kaliklak, to which Rocket snaps back, “What say we start at none’a your business and move on from there?” Heh. I’m so stealing that line. While they argue amongst themselves, they’re surprised to find that one of their number isn’t nearly as dead as they thought.


Rocket replies that they all smell bad to him, and Star-Lord breaks the bad news: he found their targets, but unfortunately there are seven billion of them. “Seven billion. fifty-two million, four thousand six hundred and twenty-four… as of last census,” says Mantis in a very Spocky manner. Rocket complains that there’s no way to prove this, but Star-Lord tells him his gut believes it. “Like when you took out that herald of Galactus by killing all those folks?” snaps the raccoon, but immediately apologizes. They check on Captain Universe, who is becoming more and more detached, and Groot demands a source of moisture… so Rocket spits on him. Groot immediately swears vengeance, but before we get the fight of twig versus raccoon, the team is startled to see thousands of rats sweeping past them, followed by vermin-killing robots…


Mantis carefully walks through the portal, and the rest of the team follows, finding themselves in (yet another) ruined sewer tunnel, and Rocket suddenly finds a plan. He points Cap’n U to blow open the water pipes above their head, flooding both rats and ‘bots out, and allowing them to find another egress. They Magnificent Five And A Half escape upwards, but suddenly Captain Universe insists that he’s staying behind to cover their escape. “Martyrdom’s overrated, Gabe,” says Star-Lord, and Cap merely starts counting down to the point where he blows up the tube housing, forcing Quill to climb. Suddenly, the Uni-Power informs Cap that he, too, is infected with Phalanx spores, and he realizes that the others must be, too. The others escape, but race out of the sewers into some sort of communal chamber, and they realize that they’ve just been flushed out by their enemies. Star-Lord realizes that there’s no other option, ordering his people to stand down… The robots take them all into custody, with the notable exception of Mantis, whom no one seems to even notice…


Alright! Cap’s not dead! With four in custody, one dead, one gravely injured, and another in hiding, it may be time to call this mission a bust. Next issue is the last of four, and then we’re going to launch into Annihilation: Conquest proper, and I have to tell you: this is my favorite of the various Annihilation series, combining a very interesting scenario with the sci-fi setting, and giving us some nice character work in the meantime.

The art (by Timothy Green II) is excellent, reminding me of Moebius here and there, and an intricate yet clean look. Keith Giffen’s writing is always interesting, and he takes a diverse group of somewhat antagonous (is that a word?) characters and makes it all work. I especially enjoy the endless snarky remarks and asides, and any book that kills off Deathcry is going to make my awesome list (sorry, Deathcry fans.) Still, both #2 & #3 maintain the same level of quality as the first, and earn a combined 3.5 stars out of 5. Hopefully, at least SOME of these fascinating characters will survive the last issue…



About Author

Once upon a time, there was a young nerd from the Midwest, who loved Matter-Eater Lad and the McKenzie Brothers... If pop culture were a maze, Matthew would be the Minotaur at its center. Were it a mall, he'd be the Food Court. Were it a parking lot, he’d be the distant Cart Corral where the weird kids gather to smoke, but that’s not important right now... Matthew enjoys body surfing (so long as the bodies are fresh), writing in the third person, and dark-eyed women. Amongst his weaponry are such diverse elements as: Fear! Surprise! Ruthless efficiency! An almost fanatical devotion to pop culture! And a nice red uniform.


  1. I love the whole Guardians of the Galaxy/Alien Legion/Star Wars feel to this team. Giffen’s on his game here.

    This was more enthralling than most of the mainstream hero titles have been in years, and it’s all about tight writing and clean, expressive art…but we all know that, don’t we?

    I don’t like how Cap Uni is getting all Sentry-like after giving Deathcry her gooey end, but hopefully it’s just a phase and not HIS ONLY MEMORABLE CHARACTER TRAIT like the aforementioned “Bitch of Steel.”

  2. After Cap Universe chunks Deathcry I can’t help but find how umm “close” Racoon is comforting him. Makes them seem more than just teammates. I half expect Racoon to say “shh, don’t say a word”

    Incidentally I’ve been thinking it was Deathbird.

  3. Rocket Racoon is now my favourite character in the Marvel Universe. I hope he and Groot survives, their interaction is just classic.

    Boy, am I glad Deathcry is gone. Too many characters like her in the Marvel Universe. For example, Hollow from the Loners.

    Best line? “Shoot faster, mammal!”

  4. I think Racoon is just very touchy-feely. He’s all over Mantis’ antennae later in the issue. And god knows where he’s been on Groot…

  5. Rocket Racoon is now my favourite character in the Marvel Universe. I hope he and Groot survives, their interaction is just classic.

    I agree… “If you expectorate on Groot again, mammal…” Heh.

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