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Life Cast

The Strangest MODOKs Marvel Ever Introduced Before Ant-Man 3

Author

James White

Published Jul 31, 2026

Before becoming Ms. MODOK in "The Incredible Hulk #290, scientist and secret S.H.I.E.L.D. agent Kate Waynesboro was hired by the Hulk as a lab assistant, which led to a surprise romance between her and the Jade Giant. Unfortunately, the relationship wouldn't last, as she was kidnapped by the Abomination, who tried to deliver her to MODOK in order to draw out the Hulk. However, with MODOK getting the boot from A.I.M., the organization decides to turn Waynesboro into a new version of the deadly villain, using a new experiment to transform her into Ms. MODOK.

While A.I.M. planned on using Ms. MODOK as a weapon to take down Hulk and MODOK, she ultimately rebelled against their attempts to use her as their own killing machine. Referring to herself as a "new entity" who does only as she desires, she briefly offered to join MODOK, even giving her hand in marriage to the Marvel supervillain. But, upon witnessing MODOK kill Abomination, Ms. MODOK determined all life has value, putting her in obvious, direct conflict with the machine made only for killing. Hulk and his transformed former partner teamed up to take down MODOK, leading to a chaotic battle, ending Waynesboro's time as Ms. MODOK, and the villain reverts her back to her human form.

While Ms. MODOK's time was brief, she proved that not all versions of the character needed to be deadly killing machines. The comic also illustrated once again that MODOK, despite his occasional efforts at romance, is always destined to be alone.