Appearing in "Death Be Not Proud!"
- Captain America (Steve Rogers) (Main story and flashback)
- Bucky Barnes (Only in flashback)
- Fantastic Four (Mentioned)
- Reed Richards (Mentioned)
- Red Skull (Mentioned) (Only in flashback)
- Adolf Hitler (Mentioned) (Only in flashback)
- Devil (Invoked) (Only in flashback)
- U.S. Army (Only in flashback)
- Sam Hill (Invoked) (Only in flashback)
- Betty Grable (Mentioned) (Topical reference) (Only in flashback)
- Samson (Mentioned) (Only in flashback)
- Little Red Riding Hood (Mentioned) (Topical reference) (Only in flashback)
Races and Species:
- Humans (Main story and flashback)
- Mice (Mentioned)
- Androids (Only in flashback)
- Robots (Mentioned) (Only in flashback)
- Cows (Invoked) (Only in flashback)
- Cats (Invoked)
- Gods (Mentioned)
- Earth (Main story and flashback)
- Heaven (Invoked)
- Goliath's Suit
- Wasp's Suit
- Panther Habit
- Hawkeye's Suit, Bow and Trick Arrows
- Captain America's Uniform and Shield (Main story and flashback)
- Doctor Doom's Time Platform
- Bucky's Uniform (Only in flashback)
- Drone plane
- Zemo's V-2 buggy
Synopsis for "Death Be Not Proud!"
The Avengers meet Captain America in an old castle. Inside they find Doctor Doom's Time Machine. The Wasp stays behind to operate it and the rest of the Avengers go back in time to Bucky's death in order to see if he actually survives. They appear in the past in spirit forms, unable to do anything but watch.
They see Baron Zemo with a humanoid he created. Captain America and Bucky smash through the window and attack. They are beaten and strapped to a bomb.
Meanwhile the Wasp falls asleep in the future, causing the Avengers to appear in a solid form in the past. They battle Zemo and the Humanoids for a while, and Captain America severs the bonds holding the past Captain America and Bucky. The Wasp then awakes and the Avengers turn into spirit form again.
The old Captain America and Bucky try and stop the V2 from launching, but just as Captain America remembers, he slips and Bucky dies destroying it. They then return to the future.
- In this issue the Avengers meet at Doctor Doom's castle to use his Time Platform, which previously appeared in Fantastic Four #23. However in that issue the Time Platform had been relocated to the Baxter Building. This continuity issue was later clarified in Fantastic Four Annual #11: the Time Platform from Fantastic Four #23 was a duplicate built by Mr Fantastic, whereas the original Time Platform remained in Doom's castle.
- Though Captain America did not learn it at this time, Bucky did indeed survive, as revealed in Captain America (Vol. 5) #8.
- The ending of the issue, where Captain America and Bucky Barnes boarded Baron Zemo's rocket, was first partially shown in Avengers #4.
- Cover art: pencils by Buscema, inks by Giacoia and Klein, modifications by Romita.
- This story continues in Avengers Annual #2.
- References: Fantastic Four #5 and Avengers Annual #2