Issue(s): Avengers #66, Avengers #67, Avengers #68
Published Date: Jul-Sep 69
Title: "Betrayal!" / "We stand at... Armageddon!" / "...And we battle for the Earth!"
Credits:
Roy Thomas - Writer
Barry Windsor-Smith / Sal Buscema - Penciler
Syd Shores / George Klein / Sam Grainger - Inker
Stan Lee - Editor

Review/plot:
The Avengers, including Iron Man and Thor, have been assembled at a government research lab. Dr. Myron Maclain has seemingly accidentally created a new alloy called adamantium. The doctor has a molecular rearranger which is the only way that adamantium can be shaped. The military wants to know if the Avengers can destroy it. Thor wacks it with his hammer and says it was "scarcely dented".

Iron Man can't do anything to it. Goliath nearly breaks his hand punching it.

Goliath has dyed his pants red. I still hate his He-Man top.

Dr. Myron Maclain is a weird looking guy with a goatee and sunglasses. I was sure he was gonna turn out to be a super-villain or something.

Later, a routine in the Vision's programming gets activated, and he turns evil, rebuilding Ultron out of adamantium and attacking the Avengers.

Ultron is extra cool in this story as his bottom is just a crazy mess of machinery instead of humanoid legs. He also uses the molecular rearranger to turn himself into pure ionic energy.

While the Avengers fight Ultron, a SHIELD task force (actually: "Suicide Squad One"), consisting of Dum Dum, Gabriel, and the Contessa is formed. This is the first time we've seen the Contessa outside of a Steranko comic. Very likely a sign that Smith was influenced by Steranko. After Ultron brushes off the Avengers, the Vision resists his programming (or Ultron only programmed Viz to rebuild him and didn't worry about what would happen afterwards) and attacks his maker, but even he can't stop him. SHIELD then shows up and attacks the Vision while Ultron gets ready to launch a nuclear attack. Somehow the Vision manages to escape the agents and disable the launching device while the rest of the Avengers fight Ultron.

The Black Panther has been in Wakanda all this time but the Avengers give him a call and ask for some vibranium. They set a trap involving Dr. Maclain. Ultron is aware that there is a trap but decides to spring it.

The trap is set at the UN. The Wasp is worred... because she hasn't a thing to wear. She next shows up in a trampy new outfit.

As the Avengers fly to UN in their quinjet, a black man outside the building says "Holy jumpin' cats! Either that's an Avenger crate... or I've been hittin' the soul food too hard!" The narration box tells us it would take a brass monkey to not be moved by the sight.

When Ultron arrives, he's rebuilt himself, saying he's the Ultimate Ultron beyond any numerical degree. His new body is actually kind of scrawny looking.

Now try to follow this. Here's how the Avengers defeated Ultron. Janet hypnotized Henry Pym into thinking he was Dr. Maclain, and they dressed up Pym in a Dr. Maclain mask. Janet also filled his subconscious brain with the phrase "Thou shalt not kill". When Ultron grabbed 'Maclain' and tried to scan his brain to find out how to build more adamantium, he instead got nailed with 'Thou shalt not kill', causing him to explode! Then Janet tossed Thor an expandable vibranium shield, which Thor used to contain the explosion. Got that? Sounds totally plausible, right? Good.

Now witness Thor scream like a girl: "Dieeeeeeee!"

Issues #66 and #67 have some nice Barry Windsor-Smith (or just Barry Smith right now) art, including some very psychedelic panels featuring the Vision.

There is, however, one weird perspective problem on page two of issue #66 where the Wasp is somehow standing behind Goliath/Hawkeye's leg but in front of his arm.

Quality Rating: C+

Historical Significance Rating: 9 - first adamantium

Chronological Placement Considerations: Needs to fit in gaps for Thor and Iron Man's stories.

References:

• The Vision's origin was described in Avengers #58
  
• In a footnote that was removed from the reprint: Gabriel Jones says that SHIELD doesn't have time to play nicey-nice with the Avengers because they are occupied with the capture of Nick Fury from Nick Fury, Agent of SHIELD #14
  

Cross-over: N/A

Continuity Implant? N

Reprinted In: Marvel Super Action #28, Marvel Super Action #29 (#66 is an original)