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Earth-398 was a reality warp created by Morgan le Fay. The warp changed the time period to a medieval setting altering the Avengers clothing, speech patterns, and thought processes. All of the Avengers involved believed themselves to be a part of the Queen’s elite guard known as the Queen's Vengeance.

The Scarlet Witch, with the combined willpower of all the awakened Avengers, pumped power into Wonder Man, shifting reality back to normal, and defeated Morgan in the process.

Coll (Earth-398)

Coll (Earth-398)

Coll

Coll and Ian were two guards who were watching over the Scarlet Witch.[1]

Ian (Earth-398)

Ian (Earth-398)

Ian

Ian and Coll were two guards who were watching over the Scarlet Witch.[1]

Kro (Earth-398)

Kro (Earth-398)

Kro

Kro, the ambassador from Deviant Lemuria, came to sue for peace between his empire and Queen Morgan's empire. Morgan, whose only concern was to find and recapture the Scarlet Witch, killed Kro.[1]

When Earth-616 was restored, Kro reappeared alive, which was either a result of Morgan’s reality warp being undone or infers that Kro-398 was entirely a creation of the warp.

Osbert O'Mullion (Earth-398)

Osbert O'Mullion (Earth-398)

Osbert O'Mullion

Osbert O'Mullion and Willem were two horse-thieves who were knocked down by Longbow.[1]

Willem (Earth-398)

Willem (Earth-398)

Willem

Willem and Osbert O'Mullion were two horse-thieves who were knocked down by Longbow.[1]

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Avengers Vol 3 #3 (1998)