[Editor’s note: The following contains spoilers for The Falcon and the Winter Soldier Episode 2.]

The very first episode of Marvel’s Disney+ series The Falcon and the Winter Soldier introduced a group called the “Flag-Smashers.” The term is one rooted in the Marvel Comics, but as adapted in this grounded action-thriller series has been transposed into a post-Blip Marvel Cinematic Universe and is attached to a group of anarchists who are causing trouble for the titular heroes.

Episode 2 of The Falcon and the Winter Soldier dug a bit deeper into the Flag-Smashers and their leader, Karli Morgenthau (Erin Kellyman), but still brought up more questions. So who is Karli Morgenthau, how did she get her powers, and how will the Flag-Smashers fit into the MCU? Let’s dive in.

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Flag-Smasher Is a Singular Villain in the Marvel Comics

Flag-Smasher
Image via Marvel Comics

In the Marvel comic books, Flag-Smasher is the name of a villain, not a group of people. The first appearance was in 1985 and the character’s name was Karl Morgenthau, the son of a wealthy diplomat who had aims of following in his father’s footsteps. But after his father was killed in a riot, Morgenthau came to the conclusion that humanity would be better without countries and borders, hence his transformation into the character Flag-Smasher

Spreading anti-nationalist sentiment, Flag-Smasher was a foe for Captain America in the comics. The storyline came in the 1980s when conservatism and nationalism were in high popularity in the United States under President Ronald Reagan, and thus the notion of a character who was anti­-nationalist was seen as a villain.

Flag-Smasher in the comics created an organization called ULTIMATUM, a very complicated acronym that stood for “The Underground Liberated Totally Integrated Mobile Army To Unite Mankind.”

But there are actually two Flag-Smashers in the comics. When Morgenthau is seemingly assassinated, a Canadian member of ULTIMATUM named Guy Thierrault takes up the Flag-Smasher mantle and continues on with his predecessor’s reign of anti-nationalist terror attacks.

How Flag-Smasher and Morgenthau Were Changed for ‘The Falcon and the Winter Soldier’

The Falcon and the Winter Soldier Karli Morgenthau
Image via Marvel Studios

In The Falcon and the Winter Soldier, it appears as though showrunner Malcolm Spellman has taken the basic idea of Flag-Smasher and changed it dramatically to fit with the story he’s telling. For one, Morgenthau is a woman and not a man, but the biggest change is Flag-Smasher is the name of an anarchist group, not a single supervillain. It reflects the grounded approach to the MCU that Falcon and the Winter Soldier takes. This is a story about how Sam and Bucky fit into a post-Blip America, touching on racial tensions and economic inequality – the scene in which Sam was denied a bank loan wasn’t random, but part and parcel with the very human story this show is telling.

And so it makes sense that Flag-Smasher would become Flag-Smashers, and they would be portrayed as an anarchist group coming into conflict with various governments. The exact intentions of the Flag-Smashers are being left unclear – they’re not afraid to be violent, but we haven’t seen them kill anyone yet. And what they’re handing out is not vaccines, but appears to be Super Soldier serum given how they’re all superpowered.

But they’re also afraid of someone known as the Power Broker, and at the end of Episode 2 are willing to sacrifice one of their own in order to flee his or her grip.

Are the Flag-Smashers Good Guys or Bad Guys?

the-falcon-and-the-winter-soldier-flag-smasher
Image via Marvel Studios

Again, after only two episodes it’s still unclear where the Flag-Smashers fit into all of this. We’ve seen the MCU turn comics villains into heroes before, most notably in Captain Marvel where the Kree were portrayed as the antagonists and the Skrulls were actually the good guys. Going forward, we know Sam and Bucky are hunting down the Flag-Smashers, but they’re not alone – the U.S. Government is also tracking down this group with the new Captain America John Walker (Wyatt Russell) and his companion Battlestar (Clé Bennett) taking the lead. We’re also still unclear as to their intentions, and whether they’re on Sam and Bucky’s side.

What’s Next?

Image via Marvel Studios

When Episode 2 leaves off, the Flag-Smashers are in the wind, on the run from “the Power Broker” whose identity is unknown. Captain America and Battlestar are continuing to track them, but within the confines of U.S. military law. Sam and Bucky are on their trail separately, but have decided to go visit an old friend for more intel first: Baron Zemo (Daniel Brühl) from Captain America: Civil War. We’re two hours into a six-hour season, and the story is only just getting started.

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