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Fantastic Four (1961 series) #38

May 1965 on-sale: Feb 11, 1965

Stan Lee
writer
 |  Jack Kirby
penciler

Fantastic Four (1961 series) #38 cover

Story Name:

Defeated by the Frightful Four


Synopsis

Fantastic Four (1961 series) #38 synopsis by reviewer Rob Johnson
Rating: 4 stars

Image from Fantastic Four (1961 series) #38
This issue opens with the 3 male members of the Fantastic Four standing on an enormously-enlarged black & white photo that their spaceship's automatic camera took during their visit to the Skrulls' homeworld in the Andromeda Galaxy (last issue). Reed Richards hazards a guess that the complex tech is part of a power plant. Other photos are equally enigmatic. Then Sue Storm, in invisible mode,  sneaks up on them and musses her fiance Reed's hair, mock-complaining that he should be looking over their wedding plans. The other 3 pretend to try to catch her and she winds up laughing in Reed's arms. Johnny Storm avoids all the 'mushy stuff' by (paradoxically) saying he's going to see his girlfriend Dorrie Evans. But as Human Torch flies out of the window he sees someone floating in the air in the distance.

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The Wingless Wizard, for it is he, uses his anti-grav device to zoom out of sight and land near a cabin in some woods where he expects to find the rest of his Frightful Four (from #36). Sandman hears something outside and sends a sandy fist to grab the intruder and drag him in. The angry leader sends his minion floating but Paste-Pot Pete (with a 'new' costume which seems like just a more purpley version of the old 1, and a new 'more imposing' super-id Trapster) uses his patent paste to stick a new 'trap' on Wizzie's headpiece which emits a sonic blast which temporarily KO's him. Madame Medusa's costume has also improved (to the 1 we know and love), most importantly freeing her hair from confinement to a long pony tail. They suggest it may be time to elect a different leader but the revived Wizard sends them all swooping uncontrollably through the air to demonstrate who's still the boss.

Next day Sue hurries, in costume, to an exclusive fashion house to see designs for her by a new name on the scene who turns out to be Medusa. She's joined by Trapster and between them they have her trapped in hair and paste. And then the Wizard anti-grav's them all away, making sure it's seen and reported in the newspapers. The other 3 hear about it and Reed uses a transhemispheric video network which fails to find the villains. He says this is why he held back from declaring his love for Sue because their enemies would use it to strike at him. Meanwhile the Frightful Four plus unconscious captive arrive in their spherical anti-grav ship on a barren little island that had been used for underground nuclear tests by an Asiatic power. Wiz leads them down to a chamber where he has an atomic Q-Bomb. He activates it and sets a timer (why not a remote control?!) and they leave the Invisible Girl there.

Then they head back to New York in their ship and deliberately buzz the Baxter Building. Torch zooms out to it but angry flexible Mr Fantastic gets a hand to it 1st despite Thing hanging on to him. The ship tries to shake them off but Thing digs his rocky fingers in. However some fire blasts from the ship make them both let go. MrF catches Thing in his hammock-shaped body then grabs the peak of a building to stop them both falling while Torch follows the ship. He tries to burn his way in but Sandman smothers his flame and drags him inside where Trapster enfolds him in remote-controlled asbestos tape.

MrF and Thing follow the craft in the FF's Pogo Plane to the deserted island. The Plane lands but then Trapster's whirling circular sawblade cuts through its base. Sandman throws HT out and the villains prepare to leave them all to their doom. But Mr Fantastic forms his body into a spring to catapult Thing to hit the anti-grav ship temporarily disabling it. The villains exit to escape Ben's wrath as Reed unwraps Johnny. Battle is joined - HT vs Trapster, Thing vs Wizard and MrF vs Medusa's hair while Sandman tries to sneak up on Torch from behind. Trapster fires a 'balloon' full of paralysing paste at Torch who dodges and it bursts all over Sandman. Medusa's hair cushions his fall.

Meanwhile down below Sue has woken up and uses her forcefield to prise apart the paste binding her  wrists and ankles. She's still groggy but she hears the sound of fighting above. Wizard has used his anti-grav in reverse to pin his foe on the ground. But Thing hears Sue calling below and excavates his way down to her. Johnny and Reed abandon their fight with Medusa and Trapster to follow him down. Reed is reunited with his fiancee and HT and Thing find the device which Thing(!) recognises as a Q-Bomb and it sounds like it's ready to blow. They rush to the surface only to see their only hope of escape, the anti-grav ship, leaving.

The villains get far enough away and look back to see the bomb go off. But we see that IG has created a forcefield bubble to protect them. The blast hurls them away and the bubble lands in the ocean. Inside they are all unconscious but still Sue keeps the bubble going. But we also see that Thing has reverted to human Ben Grimm.

To be continued ...

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Characters
Good (or All)
TORCH2  
Human Torch
(Johnny Storm)
INVISIBLEWOMAN  
Invisible Girl
(Sue Storm)
MRFANTASTIC  
Mister Fantastic
(Reed Richards)
THING  
Thing
(Ben Grimm)

Antagonists
MEDUSA  
Medusa
(Medusalith Amaquelin)
SANDMAN  
Sandman
(William Baker)
Plus: Frightful Four, Trapster.

> Fantastic Four (1961 series) comic book info and issue index



This comic is in the following collection:
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Collecting FANTASTIC FOUR (1961) #33-51 and ANNUAL #3.

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Main/1st Story Full Credits

Jack Kirby
Chic Stone
Stan Goldberg
Jack Kirby (Cover Penciler)
Chic Stone (Cover Inker)
Stan Goldberg (Cover Colorist)
Additional Credits
Letterer: Sam Rosen.
Editor: Stan Lee. Editor-in-chief: Stan Lee.



Review / Commentaries


reviewer
Fantastic Four (1961 series) #38 Review by (August 8, 2026)
In the previous week Daredevil got his classic red costume in his #7, but was obviously outclassed fighting Sub-Mariner.
This week in Avengers #15 Captain America writes asking Nick Fury for CIA work, Zemo's (nearly) complete Masters of Evil attack while Cap goes to South America to rescue Rick Jones from Zemo who gets killed. In Amazing Spider-Man #24 Spidey has a rematch with Mysterio. And in Tales Of Suspense #65 Cap meets the fake Red Skull in another tale taken from CA Comics #1.

The opening page doesn't really count as 1 of Jack Kirby's photo-montages. The background is obviously (despite what Marvel Fandom Wiki thinks) hand-drawn Kirby-machinery coloured (or not) to look like a giant black & white photo, as are the smaller 'photos' in the 1st panel of the next page. Johnny jokes that 1 pic would be good for Monsters To Laugh With, another plug for Stan Lee's latest venture.

This is a very quick return visit for the evil FF after their debut 2 issues ago. But it's actually equalled and beaten by #4 (1st Sub-Mariner), #5 (1st Dr Doom) and #6 (they team up).
This also isn't the FF's 1st continued story. FF and Avengers vs Hulk in #25-26 certainly counts and there have been some others not quite so definite. But this story will continue through the next 2 issues (powerless FF and Daredevil vs Dr Doom) and into #41-43 (the evil FF turn angry Thing against his teammates).

And after that it's the Inhumans. The glory days are upon us!





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