Table of Contents

Leviathan

Part 1: The Dossier: An At-a-Glance Summary

Part 2: Origin and Evolution

Publication History and Creation

Leviathan first stormed into the Marvel Universe in Secret Warriors #1, published in April 2009. The organization was co-created by the visionary writer Jonathan Hickman and artist Stefano Caselli. Its arrival was a cornerstone of Hickman's sprawling, conspiracy-laden narrative that redefined Marvel's espionage landscape. The creation of Leviathan occurred during the “Dark Reign” era, a period in Marvel Comics where villains held significant power and the heroes were on the back foot. This atmosphere of paranoia and moral ambiguity was the perfect breeding ground for a new, unknown player to enter the game. Hickman's signature style of intricate world-building, long-term plotting, and complex factional dynamics was on full display. He didn't just create a new villain group; he retroactively wove it into the secret history of the Marvel Universe, establishing it as an equal and opposite force to HYDRA and S.H.I.E.L.D. that had been operating in the shadows for decades. Leviathan's brutal, monstrous nature provided a stark contrast to HYDRA's more traditional (though still nefarious) methods, immediately establishing it as a terrifying and unpredictable threat.

In-Universe Origin Story

The origin of Leviathan is one of the most fascinating and starkly different aspects between the comic and cinematic universes, reflecting the different needs of their respective mediums.

Earth-616 (Prime Comic Universe)

The true origin of Leviathan is ancient, tied to the very formation of the modern world's intelligence community. Jonathan Hickman's lore establishes a “Great Wheel” of espionage, a secret cabal formed centuries ago. In 1961, the leaders of the world's three largest clandestine organizations met: nick_fury Sr., representing the Western powers; Baron Wolfgang von Strucker, leader of HYDRA; and a mysterious Soviet figure named Viktor Uvarov. Uvarov was the head of the Department of Operations and Intelligence of the Soviet Ministry of State Security, a group known internally as Leviathan. Together, they formed a triumvirate meant to manipulate global events, but their conflicting ideologies made betrayal inevitable. While its modern incarnation was a Soviet intelligence asset, its ultimate leadership was far older and more sinister. Leviathan was secretly controlled by Magadan, an ancient and powerful figure who sought to tear down the existing world order. Following the collapse of the Soviet Union, Leviathan went dark. Uvarov, disillusioned, sold the locations of numerous Leviathan installations and assets to S.H.I.E.L.D. However, this was a feint. The true strength of Leviathan—over 100,000 agents in cryogenic stasis and a vast arsenal of terrifying technology—remained hidden. Their most potent weapon was a captured Brood Queen, an alien parasite whose DNA was used to create a serum. This serum could transform their agents into unstable, monstrous supersoldiers, embodying the organization's name. Their ultimate goal was not mere conquest but a violent, all-consuming revolution to overthrow both HYDRA and S.H.I.E.L.D., believing both capitalism and fascism were failed systems. Their re-emergence was triggered when Nick Fury and his Secret Warriors raided a former S.H.I.E.L.D. base that secretly belonged to HYDRA, an act that was misinterpreted by Leviathan as an attack, sparking the devastating three-way war.

Marvel Cinematic Universe (MCU)

In the MCU, Leviathan's origin is firmly rooted in the aftermath of World War II and the burgeoning Cold War. As depicted in the television series Agent Carter, Leviathan was a top-secret deep-science and intelligence branch of the Soviet Union. It was comprised of highly skilled, fanatically loyal agents dedicated to undermining the United States and proving Soviet superiority. The organization's methods were more subtle and insidious than its comic book counterpart. It was not a force of monsters but a network of spies, assassins, and psychological manipulators. Two of its most prominent operatives were Dottie Underwood, a product of the program that would eventually become the Red Room Academy (making her a direct predecessor to Black Widow), and Dr. Johann Fennhoff, a brilliant psychiatrist and hypnotist (the MCU's version of the comic villain Doctor Faustus). Leviathan's primary motivation in Agent Carter Season 1 was twofold: revenge and acquisition. Fennhoff, who was forced to euthanize his own brother and comrades after the Battle of Finow due to a chemical weapon deployed by the Allies, sought vengeance against its creator, Howard Stark. To achieve this, Leviathan framed Stark for treason, forcing him on the run while they systematically gathered his most dangerous inventions, which they dubbed “bad babies.” Their ultimate plot was to unleash one of these weapons, a chemical agent called “Midnight Oil” that induced uncontrollable rage and psychosis, upon the V-E Day celebration in New York's Times Square. This act of mass terror was intended to cripple the American psyche and demonstrate the reach and ruthlessness of the Soviet state. Leviathan in the MCU, therefore, serves a critical world-building purpose, establishing the covert threats Peggy Carter and the SSR faced and laying the foundational lore for the Red Room and the Black Widow program.

Part 3: Mandate, Structure & Key Members

The operational philosophy and internal structure of Leviathan differ dramatically between its two main incarnations, one favoring monstrous power and the other favoring covert manipulation.

Earth-616 (Prime Comic Universe)

Marvel Cinematic Universe (MCU)

Part 4: Key Relationships & Network

Core Allies

Leviathan, by its very nature, is an organization that trusts no one and has no true allies. Its revolutionary and nihilistic goals preclude long-term partnerships. However, they are masters of manipulation and temporary arrangements of convenience. In Earth-616, their only notable “alliance” was a brief, unspoken, and mutually beneficial cessation of hostilities with Nick Fury's Secret Warriors. When HYDRA's forces cornered both groups, Fury and Orion's Leviathan forces temporarily focused their fire on their common enemy, HYDRA, before immediately turning back on each other. Furthermore, their greatest asset, Contessa Valentina Allegra de Fontaine, acted as an “allied” infiltrator within both S.H.I.E.L.D. and HYDRA for years, feeding intelligence and manipulating events to Leviathan's favor. In the MCU, Leviathan is shown to be entirely self-contained. They have no allies and view all other agencies and nations as targets or obstacles.

Arch-Enemies

Affiliations

Part 5: Iconic Events & Storylines

Secret Warriors: The Great Wheel and the Three-Way War

The definitive Leviathan storyline in the comics is Jonathan Hickman's entire run on Secret Warriors (2009-2011). This saga completely redefined the espionage corner of the Marvel Universe. The premise begins with Nick Fury, disgraced and underground after the Skrull's Secret Invasion, discovering the horrifying truth: S.H.I.E.L.D. has been secretly controlled by HYDRA from its very inception. As Fury activates his own sleeper teams—the Secret Warriors—to fight back, a third power, Leviathan, awakens from its decades-long slumber. Their re-emergence turns the conflict from a simple shadow war into a chaotic and unpredictable three-way free-for-all. Leviathan's arc within the story is one of shocking violence and ambition. They make their grand entrance by brutally annihilating a major HYDRA recruitment facility, instantly establishing themselves as a credible threat to Strucker's empire. Their monstrous soldiers prove more than a match for HYDRA's Dreadnoughts and S.H.I.E.L.D.'s Life-Model Decoys. The story culminates in a massive battle at the heart of the “Great Wheel,” where Fury is forced to make a devil's bargain, paying a colossal sum of money to Baron Strucker to have HYDRA's forces temporarily aid him in wiping out Leviathan's leadership. The event permanently altered the landscape, proving that the world was far more complicated than a simple hero/villain dynamic and that true victory in the world of spies is often ugly and costly.

Agent Carter: The Midnight Oil Conspiracy

In the MCU, Leviathan's most iconic story is the central plot of Agent Carter Season 1 (2015). This storyline solidifies Leviathan as a major threat in the MCU's past and provides critical context for the future of espionage in the universe. The premise sees Peggy Carter, sidelined by the sexist attitudes of her male SSR colleagues post-WWII, secretly working to clear the name of Howard Stark, who has been framed for selling his most dangerous inventions to foreign enemies. Her investigation quickly reveals that the true culprit is a shadowy Soviet organization known as Leviathan. Leviathan's arc is a masterclass in Cold War tension. Their operative, Dottie Underwood, infiltrates Peggy's life, while their strategist, Dr. Fennhoff, manipulates events from behind the scenes. They methodically hunt down Stark's “bad babies,” culminating in their acquisition of “Midnight Oil,” a chemical weapon that causes permanent, murderous rage. Their plan is to release the gas during the V-E Day celebration in Times Square, a symbolic and devastating attack on the American people. Peggy and the SSR must race against time to stop them, leading to a climactic confrontation where Peggy must outwit Fennhoff and physically best the highly-trained Dottie. The event established the long-standing animosity between American and Soviet intelligence agencies in the MCU and planted the seeds for the Red Room program.

Part 6: Variants and Alternative Versions

While Leviathan is a relatively modern creation without the extensive alternate-reality history of older organizations, it has appeared in other media, showcasing different interpretations of the core concept.

See Also

Notes and Trivia

1) 2) 3) 4) 5) 6)

1)
The name “Leviathan” is derived from a primordial sea monster from biblical and mythological lore, representing a force of chaos and immense, untamable power—a fitting name for the organization's monstrous nature and revolutionary goals in the comics.
2)
Jonathan Hickman, Leviathan's creator, is famous for his intricate diagrams and charts explaining the complex hierarchies and histories of his fictional organizations. His original charts for the “Great Wheel” of espionage are a fan-favorite piece of supplemental material.
3)
First appearance: Secret Warriors #1 (April 2009). MCU first appearance: Agent Carter, Season 1, Episode 1, “Now is Not the End” (January 2015).
4)
The MCU's Dr. Johann Fennhoff is a direct adaptation of the Captain America villain Dr. Faustus, a master of psychology and hypnosis. The showrunners adapted his character to fit the post-WWII setting and gave him a compelling, tragic backstory connected to the war.
5)
In the comics, Leviathan's defeat was a pyrrhic victory for Nick Fury. To beat them, he had to drain his financial resources to essentially hire HYDRA as mercenaries for a single battle, a decision that had long-lasting consequences for his covert operations.
6)
The chemical weapon “Midnight Oil” in Agent Carter was originally created by Howard Stark's company during WWII, designed to increase soldiers' stamina. However, it had the unforeseen side effect of inducing psychosis and rage, making it a “bad baby” he tried to keep locked away.