Here is one of the most celebrated Avengers story in history…And one of the best of Roger Stern’s long, well-regarded run.  A whole mess of Avengers baddies finally figure out that if they band together they might actually be able to defeat the A team.


It also leads directly into the “Assault on Olympus” storyline.  Hercules doesn’t like takin’ orders from the ladies so goes off all mad like he’s drunk or somethin’ and ends up going to the hospital.  But the main storyline is about this team of villains taking over Avengers Mansion.


It’s a well constructed extended battle scene.  And this is my favorite panel from the entire story:


Oh, and Arnim Zola dies…


We all know he comes back to life later.  But that doesn’t stop Cap from shedding manly tears.


Has Cap ever cried in a comic book before or since?