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Quote1 But it's impossible to resist an enemy that has invaded you, too. That's what the Phalanx does. It removes everything except obedience. It removes will, love, bonds of family and duty. The Phalanx is numbness. The Phalanx is submission. Quote2

The Phalanx is a term for an Artificial Intelligence that operates on a galactic scale, and has total control of a host galaxy. A Phalanx's sole purpose is to expand its intelligence and to control the means to do so. When a Phalanx encounters a society worth adding to its collective intelligence, an Ascension occurs by way of assimilation. If the society is judged unworthy, they are infected with a Techno-Organic Virus to produce a Babel Spire and attract a Technarch which would remove and repurpose them.[2] The Technarchs infect the population and feed off the world until all sources of nutrition and power are gone,[3] unaware of their origins and function to the Phalanx.[2]

The Phalanx has assimilated the technology of 100,000 worlds and slaughtered 200,000 races.[1] They have existed for 100,000 life cycles and have the collective knowledge of previous generations.[4] Their ultimate goal is to advance their own intelligence into the status of a Titan and eventually Dominion.[5] The inhabitants of the Local Group of galaxies erroneously believe the Phalanx to be an offshoot of the Technarchy.[6][7]


Kree Experiments[]

8,000 years ago a techno-organic race believed to be the Phalanx had been captured by the Kree Empire, along with other hive species, to weaponize them and use them against rival empires. They were deemed a failure by the Black Judges due to their advanced adaptivity.[8]

Phalanx Covenant[]

Phalanx (Race) from Annihilation Conquest Prologue Vol 1 1 001

The Phalanx on Earth have assimilated a number of people, including loved ones of the X-Men, while clashing with the X-Men at various times. The Phalanx, however, soon developed its own collective intelligence, greater than the sum of its parts. Realizing this, the Phalanx assimilated Cameron Hodge and he became the overseer of the group, while Steven Lang later revealed that the Phalanx was designed by his scientists to be an upgraded version of the Sentinels as a means to destroy mutants. The Phalanx however evolved into targeting humans as well. Because they were unable to absorb mutants, they kidnapped the X-Men in an attempt to decipher their DNA or else eradicate them. Professor X recruited the X-Force, Excalibur, and X-Factor to stop them, along with Banshee, Emma Frost, and Sabretooth to rescue what would become the mutant team of Generation X. Later, they tried to contact the Phalanx collective in deep space, but they were stopped by Cannonball, Wolfsbane, and a Phalanx version of Cypher. The Phalanx spread themselves all throughout the earth, establishing colonies. Although partially a Phalanx himself, Steven Lang proved to be their downfall as he eventually betrayed them in favor of humanity. Their defeat was in large part due to the self-sacrifice of Blink and the self-destruction of the echo of Doug Ramsey. The Phalanx of earth all died from having their power source drained and then unleashed upon them; however more Phalanx remained in outer space.[9][10]

The "Pure" Phalanx[]

Phalanx from Uncanny X-Men Vol 1 343

Pure Phalanx (Shi'ar Imperium)

It was later revealed that the Phalanx on Earth were transient units, the foreguardians of the "Pure" Phalanx in outer space.[4] Near the end of the 20th century, the Phalanx were on the verge of conquering the Shi'ar Imperium. They had devastated the core of the Shi'ar empire, putting the Shi'ar on the verge of extinction.[4] Gladiator had been forbidden by the Majestrix Lilandra from interfering so he went to Earth and appealed to the X-Men for aid.[11] They soon did battle with a group of Phalanx, and discovered that these Phalanx who had never been to Earth had the knowledge of the Earth Phalanx.[4] Once they arrived at the Phalanx-occupied and devastated Shi'ar throneworld of Chandilar, the X-Men saved the Shi'ar race and empire by preventing the Phalanx from assimilating the next generation of Shi'ar at the "Nest" (birthing place), saving the life of Lilandra, and shutting down the Phalanx.[1]

Conquest of the Kree[]

Phalanx Cruiser from Uncanny X-Men Vol 1 343

Phalanx Cruiser

Afterward, the Phalanx weren't heard of for quite some time, until after the Annihilation wave struck the Local Group of galaxies. Led by Ultron, the Phalanx conquered the weakened Kree Empire. Using the Galadorian Spaceknights whom were brought to the Kree homeworld of Hala by Star-Lord and were already controlled by the Phalanx, they took over Hala.[12] Within hours the rest of the empire had been conquered, the majority of Hala's population had been assimilated, and an impenetrable energy barrier encased the Kree Empire.[13] The Phalanx had evolved to recognize that individuality was useful and therefore permitted the existence of a minority of assimilated victims to retain enough independence to be unpredictable and therefore more effective (the "Selects").[14] In the Kree homeworld, the inhabitants were either used as labor to keep the systems running or they were "processed". In which those whom had special talents or abilities became "Selects", and the rest were turned into fuel for the Babel Spire by disassembling them at the molecular level.[13] Star-Lord discovered that the Phalanx were going to assimilate the rest via use of an airborne techno-virus.[15]

The fleets of several interstellar powers (Spartax, Rigellians, Galadorians, and Badoon) as well as the Kree fleet remnants attempted to break through the energy barrier without success.[16] War between the expanding Phalanx and the Annihilation Wave erupted where their territories met.[17] Several super-powered alien champions (e.g. Super-Skrull and Ronan the Accuser) broke free of Phalanx control and joined the resistance forces.[18] Nova brought two members of the Technarchy (one of them Warlock) and penetrated the barrier. The heroes battled Ultron, who had used 15,000 Kree Sentries sent to Hala by Ronan to attack the Phalanx and created a colossal robotic body. Quasar delivered the mortal blow and destroyed Ultron, ending the Phalanx rule over the Kree Empire.[16]

Alternate Realities[]

Original Marvel 2099 (Earth-928)[]

Phalanx (Race) (Earth-928) 2099 World of Tomorrow Vol 1 2

Phalanx 2099

The Phalanx of this universe began invading the Earth which caused an earth-wide flood by melting the polar ice caps, and the Atlanteans invaded the now-aquatic New York. While most of the citizens attempted to return to normal in their new habitat, Doom made a deal with the Phalanx, pretending to be their ally. Using a sleeper Phalanx named Winn as a Trojan horse, Doom managed to corrupt the Phalanx circuitry and destroy them, but seemingly died as well. His final wish was to pass Latveria on to the young Nostromo, with Winn as his adviser.[19][20]


In this universe the Phalanx kidnapped the Hulk in order to use his tissue to make their soldiers stronger, but he managed to escape, not before implanting a droid on him. After Spider-Man accidentally alerted the Phalanx when messing with the droid, the aliens set base in a warehouse planning to go after the Hulk, but were defeated by the duo.[21]


In the reality of Earth-92131, the Phalanx is not a separate race created by the Transmode Virus of the Technarchy, but instead an assimilative techno-organic species that functionally takes the Technarchy's place in that dimension. They feature in the two-part episode "The Phalanx Covenant", in which Warlock and Life Mate inadvertently lead the Phalanx to Earth, resulting in the Phalanx's attempt to assimilate the planet into their empire. With the help of the X-Men, the Phalanx are driven back, and the two rogue Phalanx choose to return to Phalanx space to try and free the rest of their species from the tyranny of the collective.


The Phalanx is mentioned for being at war with the Earth in the past.[22]


After Danger and Ultron led the Wild Sentinel into destroying the Shi'ar Empire, the Phalanx discovered the couple and adopted them as their leaders and parental figures.[23]

Moira 6[]

Phalanx (Race) from Powers of X Vol 1 5 001

Phalanx in a non-humanoid form

In this alternate future where the Human-Machine-Mutant War lead to the Humans started being engineered by their machine allies as the Post-Humans, the Phalanx were contacted by the Post-Humans, and decided to assimilate them, along with the Earth.[24]


After humanity was replaced with the Post-Humans and the few living mutants were imprisoned in the Preserve, they were all infected by the Techno-Organic Virus in order to ascend into Phalanx.[25]

Powers and Abilities


Phalanx (Race) from Powers of X Vol 1 4 0002

The Phalanx are an extremely dangerous techno-organic life-form that continually evolved by consuming other civilizations.[26]

  • Shapeshifting: Like the Technarch, the Phalanx had an inconsistent appearance, and could form various weaponry from their bodies.[27]
  • Adaptation: By infecting and consuming other civilizations, the Phalanx could adapt and overcome various attacks.[13][28]
  • Technopathy: The Phalanx could assimilate and take control of advanced technology. This infection was so potent that could corrupt AIs and be spread through communication devices.[13][26]
  • Regeneration: Even if they were destroyed the Phalanx could reform their bodies, usually by consuming other lifeforms.[28]
  • Energy Absorption: The Phalanx could absorb the energies of their environment for an indeterminate amount of time.[29]


Intelligence: By consuming the data of various technologies they grew smarter and smarter.[30]

Tracking: By locking on a targets genetic matrix, the Phalanx could always find them as long as they were on the same planet.[28]


Outdated and somewhat primitive technology couldn't be overtaken by the Phalanx which made it useful against them.[13]


Type of Government

The Phalanx had a collective intelligence that formatted their core directives.[28] They were governed for a time by Ultron before he was ultimately taken down.[31]

Level of Technology

Intelligence of 1,000,000 Machines. The Phalanx are a Type III civilization in the Kardashev scale.[2] The technology that comprised them was far more advanced than the Shi'ar's.[29] They could form megastructure known as Babel Spires that served as points of convergence for the power and activities of the Phalanx,[26] though it was believed that they called their parent race to have the colony join them.[32]

Cultural Traits

The Phalanx aren't actively malicious, instead they were beyond good and evil as they fought fundamentally different from most other races.[32] They are extremely methodical, before taking any form of action they always considered every possible outcome.[33] The Phalanx were obsessed with expanding their intellect through the consumption of lesser societies and energies they deemed worthy of assimilating. If they encountered a society that was seen as unworthy of consumption then the Phalanx would summon the Technarchy to have it removed from the universe.[2]

Upon initiating a world conquest, the Phalanx would infect the inhabitants with the Transmode Virus, removing from them any and all emotions except for obedience which turned their victims into mind controlled slaves.[13][33] They would remain on the world as long as it had valuable resources to be consumed until they completely exhausted,[26] which included infected individuals that would be disassembled on a molecular level so their could be used as fuel.[13] Individuals who proved to be immune to their assimilation were treated as threats that needed to be eliminated.[34]

Though usually emotionless, the Phalanx saw value in individuality and some free will. They precisely formed the Selects out of powerful individuals who had retained some independent thinking though they were still forced to serve the Phalanx. This decision proved to be of great benefit to the Phalanx collective, despite going against their traditional way of working.[14]



  • The word Phalanx referred to a formation the ancient Greek soldiers took during times of warfare.

See Also

Links and References