Valentina Allegra de Fontaine

The Contessa appeared prominently throughout creator Jim Steranko's run of the Nick Fury, Agent of S.H.I.E.L.D. feature that ran through Strange Tales #168 (May 1968) and in the same-name comic-book series that began the following month.

An agent who threw S.H.I.E.L.D. chief Nick Fury for a loop upon their initial meeting, she quickly became his love interest, and was featured in a silent, one-page seduction sequence in Nick Fury, Agent of S.H.I.E.L.D. #2 that famously had two panels changed, at the behest of the Comics Code Authority. In the third-to-last panel, de facto Marvel art director John Romita, Sr. redrew a telephone that had been taken off the hook for privacy, placing the receiver back in the cradle; in the last panel, an image was removed and replaced with a closeup of an item from earlier in the page — a phallic long-barreled gun in a holster:

So one panel had the stereo in Fury's apartment to show there was music playing, cigarettes in the ash tray in one, there was a sequence of intercut shots where she moved closer to him, much more intimately, there was a kiss, there was a rose, and then there was one panel with the telephone off the hook, which the comic book code [sic; "Comics Code"] made him put back on ... [T]he last panel on that page had Nick and his old lady kneeling, with their arms around each other, and that was entirely too much for the Code, so the panel was replaced with a picture of a gun in its holster.^[3]

The story was reprinted as published in Nick Fury Special Edition #1 (Dec. 1983). When reprinted again, in Nick Fury, Agent of S.H.I.E.L.D.: Who Is Scorpio? (Marvel Enterprises, 2001; ISBN 978-0-7851-0766-8), however, Steranko's original final panel was reinserted. In a black-and-white long shot with screentone shading, the couple is beginning to embrace, with Fury standing and the Contessa on one knee, getting up.

Contessa Valentina Allegra de la Fontaine was a member of the European jet set and a citizen of Italy. After both her parents were killed for aiding some unspecified resistance movement, the Contessa found her life meaningless. Desiring to carry on in their places so their deaths would not be in vain, she eventually was contacted by the international espionage agency S.H.I.E.L.D. and entered a training program to be an agent.^[4]

She first encountered S.H.I.E.L.D. executive director Nick Fury aboard the Helicarrier toward the end of her training, impressing Fury by tossing the latter head-over-heels with a judo throw after an uttering an untoward remark about female agents.^{[volume & issue needed]} The two eventually became lovers,^{[volume & issue needed]} and their relationship continued for many years.

Thanks to the Contessa's remarkable talents and skills in many areas, she quickly became a leading member of S.H.I.E.L.D. She was also at one point appointed as the leader of S.H.I.E.L.D.'s Femme Force.^{[volume & issue needed]}

She was eventually reassigned to the position of S.H.I.E.L.D. Liaison to the United Kingdom. In that capacity, she was tasked with providing support to British superhero Union Jack, Israeli superhero Sabra and Saudi superhero Arabian Knight in thwarting a Radically Advanced Ideas in Destruction (RAID) terrorist attack on London, England.^[5] Shortly thereafter, she worked with Commodore Lance Hunter and Alistaire Stuart on creating the British version of the Superhuman Registration Act. She then met with Joseph Hauer, Pete Wisdom, Captain Britain, and Union Jack to brief the three on the ramifications on the British superhuman population.^[6]

At some point, Valentina approached Amanda Armstrong to inform the latter that her late father was an agent of S.H.I.E.L.D. Armstrong accepted Valentina's offer while using her band as a cover for a double life.^[7]

Shortly after the Secret War, it is revealed that a Skrull posed as de la Fontaine to spy. Fury grew suspicious and killed the Skrull who reverted to her true shape, thus revealing the Skrulls' conspiracy to Fury.^[8]

After Captain America's death, another impostor posing as the Contessa approached Dum Dum Dugan in a failed attempt of learning Fury's location before being taken out by the impostor.^[9]

Both Dugan and the Contessa are later shown alive and healthy when they are freed from captivity by Iron Man along with the other humans kidnapped and replaced by Skrulls.^[10]

During the Secret Warriors series, where Nick Fury is fighting back against Norman Osborn's H.A.M.M.E.R., it is shown Hydra has always controlled S.H.I.E.L.D., right from the start.^[11] Fontaine is the new Madame Hydra,^[12] and is revealed to have been a Russian mole recruited into S.H.I.E.L.D. She is working for the formerly Soviet espionage group called Leviathan. This betrayal is known to Fury who is working on bringing down Hydra and Leviathan. Fontaine kills the current Madame Hydra who is revived in a new form. After her defeat, Fury tries to rescue the Contessa from jail.^[13]

In the pages of the "Ravencroft" miniseries, Valentina is seen as a member of J.A.N.U.S., a group that wanted to utilize the super-human potential inside the Ravencroft medical facility for their own ends.^[14]

In recent history leading up to Earth X, she was still an active member of S.H.I.E.L.D. when Norman Osborn takes control of the United States of America. When Nick Fury refused to deal with Osborn, Osborn had created the parasitic Hydra creatures from information he gained from the Bloodstone files. The Hydra were sent to attack and take down SHIELD's helicarrier, causing it to crash. Many S.H.I.E.L.D. agents, Contessa among them, were transformed into host bodies for the Hydra organism.^[15]

Like all people infected with the Hydra, Contessa was killed and her body usurped by the Hydra parasite that clings to the chest of her body. While her soul was transported to the Realm of the Dead where it would relive moments of her history, her physical body became a member of the Hydra group led by the "Madam Hydra" which controlled the body of She-Hulk.^{[volume & issue needed]}

Most Hydra's ended up in New York, where they would be seemingly killed by the Skull's invading army, however the group would survive and return to a secret base. There, the Hydra would be banished to Limbo by Captain America, who armed with Rom's blaster.^{[volume & issue needed]}

Contessa's soul would be inducted in Mar-Vel's army of the dead in a final battle against Death, Thanos, and Mephisto. Later she would be granted a place in Mar-Vel's Paradise, following this her current whereabouts are unknown.^[16][17]

In the alternate universe MC2 imprint, the Contessa is a S.H.I.E.L.D. agent who encounters Spider-Girl. The two came into conflict with each other and with the United States government over the inherent dangers of the Carnage symbiote.^[18]

In Mutant X, the Contessa is an agent of S.H.I.E.L.D. who fought Havok and the Six on Liberty Island when S.H.I.E.L.D. planned to release the Legacy Virus which would kill all super-powered life.^[19]

In the Ultimate Marvel Universe, Valentina Allegra de la Fontaine is the chairman of the OXE Group, currently the largest holding company in the World. She is part of the secret Kratos Club, a group of industrial multimillionaires whose goal is to use their influence to ensure that the right things get done, no matter what.^[20]

Valentina Allegra de Fontaine / Madame Hydra, hybridized with Viper, appears in The Avengers: Earth's Mightiest Heroes, voiced by Vanessa Marshall.^[21][22][23] This version is an agent of HYDRA and an associate of the Serpent Society. Following her first appearance in the two-part episode "Gamma World", a Skrull infiltrator takes her place as of the episodes "Widow's Sting" and "Who Do You Trust". Throughout the episodes "Prisoner of War" and "Secret Invasion", the real Madame Hydra joins forces with Captain America, among other Skrull captives, to escape imprisonment and aid Earth's heroes in repelling a Skrull invasion. In the episode "Along Came a Spider", Madame Hydra is captured by S.H.I.E.L.D., but is rescued by the Serpent Society and successfully escapes with them despite Captain America and Spider-Man's intervention. In the episode "Winter Soldier", her former self was a member of Nick Fury's squadron but was taken out by the Winter Soldier.

Valentina Allegra de Fontaine appears in Nick Fury: Agent of S.H.I.E.L.D., portrayed by Lisa Rinna.^{[citation needed]}

Valentina Allegra de Fontaine appears in media set in the Marvel Cinematic Universe, portrayed by Julia Louis-Dreyfus. In an article published in Vanity Fair, it was revealed de Fontaine was supposed to make her first appearance in the film Black Widow (2021)^[24] before it was delayed due to the COVID-19 pandemic.

• De Fontaine first appears in the Disney+ miniseries The Falcon and the Winter Soldier (2021). In the episode "Truth", she approaches John Walker after he is stripped of the mantle of Captain America following his murdering a member of the Flag Smashers. She expresses sympathy for his situation and tells him that the people she works for may have use for his services. In the series finale "One World, One People", she meets with Walker once more to give him a new suit and dubs him "U.S. Agent".
• De Fontaine appears in a post-credits scene for Black Widow, in which she approaches Yelena Belova at Natasha Romanoff's grave to kill Clint Barton, whom she claims is responsible for the death of Natasha. However in Hawkeye, it is revealed that Eleanor Bishop was the one who hired Yelena and that De Fontaine was merely delivering the message.
• De Fontaine appears in the film Black Panther: Wakanda Forever (2022)^[25] as the new director of the CIA and ex-wife of Everett K. Ross. She arrested Ross for his conspiracy with Wakanda. Unbeknownst to her, he was rescued by Okoye before he can be taken to prison.
• Louis-Dreyfus will reprise her role as De Fontaine in the upcoming film Thunderbolts* (2025).^[26]

• List of S.H.I.E.L.D. members

• Valentina Allegra de Fontaine at Marvel Wiki