Warning: SPOILERS ahead for The Falcon & The Winter Soldier episode 5, "Truth."

Marvel has finally replaced HYDRA in The Falcon and the Winter Soldier via Val’s secret organization. Julia Louis-Dreyfus is officially a part of the Marvel Cinematic Universe. She made quite a splash when she appeared in the Disney+ series’ episode five, called “Truth,” introducing herself to the now-disgraced John Walker as Contessa Valentina Allegra de Fontaine (it’s quite the mouthful). Valentina, or “Val” for short, made John an offer she wouldn’t let him refuse and her comic book ties to a powerful secret organization could be setting up a post-HYDRA direction for the MCU in Phase Four. 

In The Falcon and the Winter Soldier’s penultimate episode, Contessa Valentina de Fontaine appeared out of nowhere, swooping in to offer John Walker, now stripped of his Captain America title and all previous benefits by the U.S. government, a new opportunity to work with her organization. However, Valentina wasn’t exactly forthcoming with any further details, handing John a blank business card with an order to pick up the phone when she finally decided to call. It was an interesting exchange, one that suggested Val was only just getting started with whatever she was planning. 

Related: Falcon & Winter Soldier Episode 5 Post-Credits Scene Explained

First introduced in 1967’s Strange Tales #159, Contessa Valentina Allegra de Fontaine is most notably connected with S.H.I.E.L.D. and Nick Fury, who was her lover for some time. However, Valentina was later revealed to have been infiltrating S.H.I.E.L.D. and was secretly working for Leviathan as a spy. Formed after World War I, the Russian spy agency has deadly goals, immense power, and a massive global foothold. Leviathan was a rival to HYDRA in the comics and the members of both organizations have duked it out under various circumstances. With HYDRA’s time as one of the MCU’s great big bads pretty much played out, bringing in Leviathan gives the MCU’s superheroes a new enemy to contend with — one that isn’t so easily defeated in one battle. 

Falcon And Winter Soldier Episode 5 Julia Louis-Dreyfus Valentina

Unsurprisingly, one of Leviathan’s goals was to turn people, using alien technology, into super-soldiers. In this vein, Valentina’s interest in John Walker makes sense and she might be recruiting him to Leviathan precisely because he’s already taken the super-soldier serum. What’s more, Leviathan is also affiliated with the Red Room, a brainwashing and training facility where Black Widow learned her skills as an assassin. Louis-Dreyfus was set to appear as Valentina in Black Widow and that could still happen. It’s possible the Red Room is where Val trained before officially becoming a secret spy for Leviathan. 

The organization's only other live-action appearance occurred in Agent Carter, the short-lived Marvel series. However, if Valentina’s loyalties do indeed lie with Leviathan in The Falcon and the Winter Soldier, then it’s a safe bet the agency’s history will be reestablished (and likely reworked) for the MCU, just as WandaVision’s use of the Darkhold changed from Agents of S.H.I.E.L.D.  How Leviathan might come into play in the MCU remains to be seen, but it’s obvious Valentina’s appearance in The Falcon and the Winter Soldier isn’t a one and done deal. (Louis-Dreyfus is too big of an actress for a cameo.) There is a whole lot more to learn about her character and Leviathan, with Marvel cleverly setting up the mystery surrounding Valentina and her espionage connections that will surely lead to an intriguing Phase Four.

Next: What's In Falcon's Wakandan Box From Bucky: New Wings Or Captain America Suit?

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