In the final months of World War II, American and other Allied scientists created a prototype weapon system code-named Arsenal, coupled with a control unit code-named Mistress, and both systems were designed to be capable of independent thought. Arsenal and Mistress were to be activated only in the event of an Axis victory, in order that fighting may continue if the war was lost. Obviously, they were never called.

Later, the American government hoped to use Arsenal in the growing Cold War, but the director of the project, Howard Stark convinced the government otherwise. However, Howard continued to experiment on the systems, and programmed the Mistress with the persona and brain patters of his |wife.

Arsenal and Mistress remained dormant for many years, and above their lair, the Stark family mansion became the headquarters of the premier superhero team, the Avengers. During one of their battles, an errant sonic signal managed to activate Arsenal and Mistress. The weapons systems believed their activation meant Axis infiltration of America. Arsenal fought the Avengers to a standstill before retreating, and soon after kidnapped the members Hawkeye and Beast. Arsenal fought the Avengers again, but the Mistress was approached by Tony Stark/Iron Man who revealed the truth to it, believing the computer might actually be his mother reborn. However, its purpose gone, the Mistress began a self-destruct sequence which ultimately destroyed itself and Arsenal.

Alpha Version

Years later, after Tony Stark (Iron Man) had become United States Secretary of Defense, representatives of the Senate revealed to him that the Arsenal robot Stark had previously fought and destroyed had been the beta version of the project. The alpha version, despite all of the times the Avengers Mansion had been destroyed and rebuilt, still resided beneath the foundation, beside the old submarine pen. Wishing to save their asses, they enlist Stark to find and destroy this unit alone, since the Senate fears that if the Avengers get a hold of the unit, that they will find the Scorched Earth program (see below) and use this as leverage.

Upon discovering the unit, the rest of the Avengers had secretly followed Stark, who had left an Avengers meeting abruptly when the Department of Defense reminded him through internal communication that they want Stark to do this assignment alone. As T'Challa (Black Panther), Janet van Dyne (Wasp) and Henry Pym (Ant Man) confront him (with Samuel Wilson (Falcon) and Henry Gyrich watching remotely), the alpha unit springs to life and busts out of the mansion.

Scorched Earth

As disclosed in Iron Man Vol 3 84, all Arsenal units were to perform the program Scorched Earth in case of invasion. This included destroying "physical assets of New York and surrounding areas ... water and electrical systems ... critical infrastructures."

Powers and AbilitiesEdit

Powers

Arsenal possesses a wide range of superhuman capabilities, the extent of which remain unrevealed, but were sufficient to keep both the Avengers Thor and Wonder Man at bay. It possessed unearthly superhuman strength and resistance to injury, focused air blasters, and sensor array. It was linked to the Mistress computer, in order to receive information, direction, and tactics.

Mistress was a computer system with fantastic analytical and tactical capabilities. It also controlled many of the facility and equipment resources in its laboratory, such as controlling a mind-reading device.

Power Grid ^[1]