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Quote1 What a team we shall make! With my brain, there can be no secrets from me! I can see everything... learn anything! Even S.H.I.E.L.D. will be helpless to cope with me! And the Fixer shall fashion me weapons... weapons such as the world has never dreamed of! Together, we can rule mankind! Quote2


Early Life[]

Marvin Flumm was born in Watford City, North Dakota. He was born a Mutant; a telepath with only moderate ability.[8]

S.H.I.E.L.D. Psi Division[]

Marvin Flumm (Earth 616) from Strange Tales Vol 1 141 0001

Waking to discover having been replaced by S.H.I.E.L.D with artificial psychic power

Flumm was recruited by the original S.H.I.E.L.D. as a candidate for their Psi Division.[9] Having been fired for cause after attempting a covert takeover of that organization by working with Hydra.[10]


Still a freelance agent of Hydra; Flumm escaped from prison, and teamed with his partner Fixer, together they captured Nick Fury and attempted takeover of the New York S.H.I.E.L.D. base.[10][11] However Iron Man arrived and took them out with a team of S.H.I.E.L.D. agents.[12]


Marvin Flumm (Earth-616) and Jessica Drew (Earth-616) from Spider-Woman Origin Vol 1 2 001

Brainwashing Jessica Drew

Jessica Drew was woken from a ten-year coma by agents of Hydra. Flumm used his powers to convince her that Hydra was an organization fighting the encroaching powers of corporations.[13]


He battled Daredevil when he attacked a Hydra Base.[14]


Mentallo and Fixer escaped again and tried to get their revenge on S.H.I.E.L.D. They captured the Thing and tried to steal Time Platform from the Baxter Building. They planned to bring Deathlok from his alternate future to the present.[15] Mentallo controlled Deathlok's mind and had him try to assassinate the President, but they were stopped by the Fantastic Four and arrested by S.H.I.E.L.D.[16]


They were freed again by Baron Karza of the Microverse who had taken control of Hydra. He was freed to create the living machine-intelligence Computrex.[17] However the machine was defeated and destroyed by the Micronauts.[18]

Professor Power[]

He along with the Fixer teamed up with Professor Anthony Power to use Professor X powers to heal Professor Power's son who was injured in the Vietnam War. He invited him to his home along with Spider-Man. When Professor X was unable to help he imprisoned him in a psychoplastic cage. Flumm shielded his mind while to hide the truth. Mentallo needed to drain Professor X's mind to fuel his own power. He planned to use the power to start a war with the Soviet Union. Spider-Man faced the Fixer while Flumm and Professor X fight a mind battle. However Professor X wins freeing himself after and explained to Professor Power that his machinations may had destroyed his son's mind forever.[19]


The Fixer called upon his former ally Mentallo, but turned the tables on him. The Avengers were alerted by Mentallo's mental cries and invaded the Fixer's lair. They worked their way past the Fixer's security devices, but found that he had fled. They did however find out that the Super-Adaptoid was masquerading as the Fixer.[20]


Under the name Think Tank, Flumm was a member of the Resistants, made up of members of Mutant Force (originally an incarnation of the Brotherhood of Evil Mutants) and various other new members.[6] The Resistants opposed the Mutant Registration Act.[6]

Hulk & Thing[]

Mentallo along with the Fixer hired a host of super villains to attack the Hulk. However the Hulk was locked in an arm wrestling match with the Thing. The villains tried everything from laser fire to power tools, but nothing could interrupt their arm wrestling match. They even dropped a bomb on the bar, but all this succeeded in doing is destroying the bar and all of the furniture.[21]

A.I.M. Weapons Expo[]

He was among the many criminals to visit the A.I.M. Weapons Expo on Boca Caliente but the event was however crashed by Captain America.[22]


Mentallo once worked for the Red Skull and partnered with the Juggernaut in a successful attempt to get the Hulk to attack the Avengers.[23] Mentallo (with technology that enhanced his telepathy) managed to mentally impersonate the Hulk's wife-killing father and bully him into submission, though Hulk eventually figured out it was an illusion and fought back so strongly that it created a powerful psychic backlash that knocked out Mentallo and everyone near both of them (though Vision escaped the effect due to his android body).[24]

The Vault[]

Flumm was locked up in the super-maximum security prison The Vault. The Warden Truman Marsh was running illegal experiments on the inmates. An accident with Mentallo increased his powers which allowed him to contact Venom in the next cell over, and they worked out an escape plan. Mentallo pretended to still be in pain from the experiment, but when one of the Guardsmen came to investigate, he forced him to open Venom's cell before knocking him out with a psychic attack.[25]

Later in the breakout, Marvin was attacked by Crimson Commando, whose command over his own mental processes allowed him to hide from Flumm's mental abilities. The telepath was handed over to Iron Man who incorporated some of the Controller's Slave Discs into his armor, and used them to compel Flumm to stupefy the rioting inmates.[25]

New Enforcers[]

Fixer and Mentallo were among the inner circle of the New Enforcers. When Spider-Man took down their outer circle of minions and henchmen, the true leaders of the Enforcers remained at large.[26]

He attended the wedding of Absorbing Man and Titania.[27]


He used his telepathy as part of a conspiracy to break out of prison and acquire a device that would allow his employer to control all the supervillains who ever worked for Justin Hammer.[28] Controlling the body of the villain Headlok, while Mentallo himself remained in prison, he freed several prisoners who came to be informally known as the Chain Gang.[2] Hawkeye was included in the breakout, and led to the plan failing, following it up by forming a new team of Thunderbolts.[29]

Secret War[]

Flumm was forced into the conflict known as the Secret War. Lucia von Bardas of Latveria brought together a group of super criminals to whom she had provided technology in the past. She forced them to attack S.H.I.E.L.D.[30] She hoped to get a large number of the superhuman community in one place and take them all out. Agent Daisy Johnson was able to kill Lucia von Bardas, saving the city, the heroes, and the criminals involved.[31]


Marvin was one of the few mutants who retained their powers after the Decimation event.[32]

M.O.D.O.K.'s 11[]

Marvin Flumm (Earth-616) from Super-Villain Team-Up MODOK's 11 Vol 1 1

Stealing from the Purple Man's Casino

Flumm was in Las Vegas conning a casino owned by the Zebediah Killgrave the Purple Man, who did not appreciate his money being stolen. Killgrave and his bodyguards questioned Flumm, who offered that they team up, but Killgrave refused and ordered his men to kill him, and Flumm escaped by creating a psychic illusion to be targeted. Fixer contacted him about a job, offering $5 million dollar. This lead him to join M.O.D.O.K.'s 11, a group of villains formed by M.O.D.O.K., along with Armadillo, Chameleon, Living Laser, Rocket Racer, Nightshade, Puma, and Spot.

Flumm discovered that M.O.D.OK. was using a psychic illusion to create money for the team's fees.[3] He also detected that the Chameleon had psychic defenses and thought he could feel Spider-Man's spider sense coming from him, after accusing the Chameleon of being Spider-Man, he was seemingly incinerated by him as the Chameleon had in fact been the Ultra-Adaptoid in disguise.[4]

Hood's Gang[]

He was revealed to be alive and well and was recruited into the Hood's Gang of criminals.[33] He helped in the battle against the Skrulls during the Secret Invasion.[34]

Dark Reign[]

During Dark Reign he was recruited into H.A.M.M.E.R. by Norman Osborn. He had Flumm psychically torture Hawkeye for the New Avengers' secret hideout.[35]

Avengers Academy[]

Marvin Flumm (Earth-616) from Avengers Academy Vol 1 6 0001

Mentallo escaped from his prison transport truck and started messing with the Avengers' minds. When Reptil dove at him, Mentallo telepathically suggested that he fly headfirst into the ground. However, Reptil's loss of focus caused him to turn into a velociraptor instead, attacking Mentallo and breaking his spell over the Avengers.[36]

Roxxon Corporation[]

Astonishing X-Men Vol 3 39 Textless

Flumm tried to take control of the creatures on Monster Isle on behalf of the Roxxon Corporation who wanted to drill for oil there.[37] He was however stopped by the Mutant heroes the X-Men. He tried to flee with the billion dollars promised to him by Roxxon, but one of the monsters got hold of it and dropped the pile of money on him.[38]


After A.I.M. became a nation-state in Barbuda, Flumm was appointed as the Minister of Public Affairs in their new High Council.[5]

Teresa Parker[]

The Kingpin came to Flumm for help and freed him from a Tunisian prison. He hired him to use his powers to make a young girl named Teresa believe she was daughter of Richard and Mary Parker. This also meant she considered herself the sister of Peter Parker. He used her with hopes of finding a secret vault, unleashing the robot known as the Sleeper. His plan worked as it lead them straight there. During the fight, Flumm revealed what he'd done to everyone present, and escaped by releasing a psychic attack knocking everyone out.[39]

Pleasant Hill[]

Sometime after this, Mentallo was captured and imprisoned by S.H.I.E.L.D. in Pleasant Hill, a prison in the form of a small town where its inmates had their memories and appearances tampered with using a sentient Cosmic Cube named Kobik, in order to transform them into model citizens. When a group of villains led by Baron Zemo snapped out of this fantasy world and returned to their true selves, they attacked the village from within, wreaking havoc and freeing the other prisoners from Pleasant Hill's control, Mentallo included.[40] He was later seen attending the meeting of criminals recruited by the Hood to exact revenge on those responsible for Pleasant Hill.[41]

House of X[]

Mentallo was eventually welcomed to the new mutant island of Krakoa, created by Xavier, Magneto, and Moira X. He entered through the teleportation gateway alongside other villainous and fractious mutants, who had been invited to join the nation in order to heal mutantdom and start over as a whole species together.[42]


Following his recruitment into S.W.O.R.D. as their Psionic Analyst, Mentallo repeatedly pestered Wiz Kid into building him a new Think Tank. Significantly larger than the previous model, Mentallo used it to rescue the Five from Krakoa during the Symbiote invasion of Earth.[43] At some point, Mentallo was paid by S.W.O.R.D. Commander Abigail Brand to become her right-hand man, even entrusting him enough to explain to him her master plan to make Arakko a new independent power in the galaxy.[44] He became a member of her X-Men Red. On their first mission they battled two Progenitors and one of them vaporized Cable, their field leader. Their mission was completed by Storm and the Brotherhood of Arakko.[45] Before his teammate Vulcan went to fight Tarn the Uncaring, he was paid by Brand to do a mental scan and discovered that Vulcan's original and more dangerous personality has been repressed by something or someone.[46] He participated along with other Krakoan telepaths in the siege of the Uni-Mind.[47] Brand's plan was going to have a turning point when she tried to orchestrate Empress Xandra's murder at the hands of a psychically manipulated Vulcan,[45] but the plan was prevented by Sunspot, who was trying to prevent whatever Brand was doing. Roberto, impersonating Xandra via an image inducer, absorbed Vulcan's blast and sent him to Arakko to face Storm.[48] Brand did not know Storm was on Arakko and understood that it must have been a psychic, just like Xandra, to cause her inability to see on the scanner the presence of Storm in the Autumn Palace. She also realized that, for Xandra's ability to affect her, there must have been a relay working, just like Flumm. Since the only reason Flumm was by her side was her money, the only way he could've switched sides was by being paid more, by someone, like for example, Roberto Da Costa. Roberto and Xandra then teleported in the room thanks to Syzya the Smoke to arrest Abigail Brand, who bodyslided away. After the change of management of S.W.O.R.D., Marven decided to leave the association for a bit, to spend his newly gained money.[49]

Fall of X[]

Mentallo was one of the Mutants exiled to the White Hot Room during anti-mutant hate group Orchis' massacre at the third Hellfire Gala. Months later, he would be one of the mutants called upon by Askani to be sent back to assist Apocalypse and the X-Men's final counterattack against them.[50]


Mentallo started working with Arcade on a new illusion-making machine called "The Arcadium", situated in the sewers of Manhattan, near the tunnels where Shift and the Vermin lived. In their pitch to Hammerhead, the two planned to target New York's wealthy by attaching them to the Arcadium's illusion making technology and making them live out their fantasies, keeping them addicted to the simulations in order to gain money and important information from their dreams, which Hammerhead agreed to fund. However, the two resorted to tricking and kidnapping civilians to use as beta testers for the Arcadium. While investigating the disappearances, the two Spider-Men discovered the Arcadium, but were swiftly made unconscious and attached to the machine. The two criminals' new desire became discovering the two heroes' secret identities using the Arcadium. Much to their frustration, the two were unable to identify the Spider-Men after unmasking them and the heroes wouldn't disclose their full names in their mental simulations, which they found to be boring, but nonetheless the criminals were satisfied that they had them permanently trapped in the Arcadium. Unfortunately the Spider-Men were able to realize they were trapped in a simulation. Mentallo called Hammerhead in a panic but Arcade was able to trick the two Spider-Men into fighting each other by making believe the other was an illusion.[51]


Power Grid[59]
:Category:Power Grid/Fighting Skills/Normal:Category:Power Grid/Energy Projection/Single Type: Long Range:Category:Power Grid/Durability/Normal:Category:Power Grid/Speed/Normal:Category:Power Grid/Strength/Normal:Category:Power Grid/Intelligence/Normal


Marvin Flumm (Earth-616) from Super-Villain Team-Up MODOK's 11 Vol 1 1 0002

Psychic Illusion

Low-Level Telepathy: Mentallo is a mutant with limited telepathic abilities, allowing to read minds, communicate telepathically, and other applications. According to Hope; compared to someone like Prof. Xavier he's terrible.[52] Some abilities include:

  • Illusions: One of the first skills that he learned.[3]
  • Mind Control: Was able to control many of the monsters on Monster Island with sufficient preparation.
  • Mental Probes: Mentallo also has the ability to send out mental probes to identify the shape and size of objects in his near vicinity, effectively creating some type of radar-sense. He can even locate invisible and intangible objects this way.[53]
  • Mind Creation: A.I.M. speculated that his lack of power compared to other telepaths isn't due to him being inherently weaker, but is more due to the fact that his powers are misapplied.[54]


  • Cybernetic Dependence: Much of his abilities were initially reliant on his psycho-helmet, this has lessened over time but not wholly disappeared.[25]



Psycho-Helmet: To compensate for is limited powers Flumm had the the Fixer create the Psycho-Helmet to enhance his telepathic abilities.[55]

  • Telepathic Immunity: The special helmet protects him against telepathic feedback, background noise and other telepaths.[55]


Think Tank: As the Resistants member "Think Tank", he used a small tread-propelled vehicle in which he sat, with his upper body and head still exposed. This tank unit was armed with a wide range of weapons - machine guns, grappler arms, etc. - which Mentallo directly controlled with his telepathic ability and a special interface helmet.[56] He later gained access to an updated version.[57]


  • Flumm has shown a tendency to pepper his speech with Yiddish.[58]
  • Reportedly the experiments he volunteered for in the Vault strengthened his telepathic abilities from that point onward.[25]

See Also

Links and References


  1. Super-Villain Team-Up MODOK's 11 #3
  2. 2.0 2.1 Thunderbolts: Life Sentences #1
  3. 3.0 3.1 3.2 Super-Villain Team-Up MODOK's 11 #1
  4. 4.0 4.1 4.2 Super-Villain Team-Up MODOK's 11 #2
  5. 5.0 5.1 Secret Avengers (Vol. 2) #216
  6. 6.0 6.1 6.2 Captain America #346
  7. Spectacular Spider-Men #2
  8. Official Handbook of the Marvel Universe #7
  9. Captain America #238
  10. 10.0 10.1 Strange Tales #141
  11. Strange Tales #142
  12. Strange Tales #143
  13. Spider-Woman: Origin #25
  14. Daredevil #121123
  15. Marvel Two-In-One #26
  16. Marvel Two-In-One #27
  17. Micronauts #24
  18. Micronauts #2526
  19. Marvel Team-Up #118
  20. Avengers #287
  21. Incredible Hulk Annual #18
  22. Captain America #411412
  23. Incredible Hulk #403
  24. Incredible Hulk #404
  25. 25.0 25.1 25.2 25.3 Avengers: Death Trap, The Vault #1
  26. Web of Spider-Man #100
  27. Avengers: Unplugged #4
  28. Thunderbolts #26
  29. Thunderbolts #5363
  30. Secret War #3
  31. Secret War #5
  32. X-Men: The 198 Files #1
  33. New Avengers #35
  34. New Avengers #5657
  35. New Avengers Annual #3
  36. Avengers Academy #6
  37. Astonishing X-Men (Vol. 3) #3637
  38. Astonishing X-Men (Vol. 3) #3941
  39. Amazing Spider-Man: Family Business #1
  40. Illuminati #6
  41. Illuminati #7
  42. House of X #5
  43. S.W.O.R.D. (Vol. 2) #2
  44. X-Men: Red (Vol. 2) #2
  45. 45.0 45.1 X-Men: Red (Vol. 2) #8
  46. X-Men: Red (Vol. 2) #3
  47. A.X.E.: Judgment Day #4
  48. X-Men: Red (Vol. 2) #9
  49. X-Men: Red (Vol. 2) #10
  50. X-Men: Forever #2
  51. Spectacular Spider-Men #34
  52. S.W.O.R.D. (Vol. 2) #4
  53. Official Handbook of the Marvel Universe Master Edition #29
  54. Secret Avengers (Vol. 2) #35
  55. 55.0 55.1 Official Handbook of the Marvel Universe (Vol. 2) #8
  56. Official Handbook of the Marvel Universe (Vol. 2) #6
  57. S.W.O.R.D. (Vol. 2) #24
  58. Super-Villain Team-Up MODOK's 11 #12
  59. Official Handbook of the Marvel Universe A to Z Vol 1 7