Origin

Contessa Valentina Allegra de la Fontaine is an Italian espionage spy who was a member of the European jet set. The death of her parents led her to join S.H.I.E.L.D., where she entered and became a field agent. During this time she met her then lover, Nick Fury, who was impressed by her ability to even throw him head-over-heels with a judo move. With her skill progressing through time, she became a leader in S.H.I.E.L.D and was appointed leader of their Femme Force.

Creation

The Contessa was created by Jim Steranko and first appeared in Strange Tales #159 in August 1967.

Major Story Arcs

Secret Invasion

Though she hadn't been seen in quite some time, The Contessa makes an appearance in the Skrull Invasion arc. However, this person is actually a Skrull copy sent to spy on Nick Fury and learn as many secrets as possible. The Skrull impostor is soon killed by Fury due to his suspicion. Another Skrull poses as her and approaches Dum Dum Dugan in order to learn his location. With Dugan unaware of the truth, the Skrull stabs him with claws that resemble the X-Man Wolverine. After the Invasion the real Contessa is freed from captivity along with others kidnapped by the Skrulls.

Dark Reign

During the period when National Security is under the control of Norman Osborn (the Dark Reign), Fury asks the Contessa to dinner and asks to settle down with her. Her answers to him are cryptic and non-committal. She hints that she is operating independently now. After Fury raids a H.A.M.M.E.R. base that holds decommissioned Helicarriers, she calls Nick by phone, and is shown to be wearing the robes of the new Madame Hydra, opening a box stolen from the Japanese containing an alien power source.

After the mysterious group Leviathan attacks a HYDRA construction base and captures Viper, Contessa goes to Leviathan's headquarters, Long Winter, where she gives the box to their leader, Magadan, before murdering Viper. Her past before she joined S.H.I.E.L.D. is revealed. After the death of her parents, she was actually recruited by the Russians shortly before Dum Dum Dugan asked her to join SHIELD. She was invited to take the place of her parents who had also been working as agents for the Soviets.

In Other Media

The Avengers: Earth's Mightiest Heroes

Contessa makes a cameo appearance in the episode "Winter Soldier" as part of a flashback sequence. She is apparently killed after being shot by the title character and caught up in the same explosion that blinded Nick Fury in one eye.

Nick Fury : Agent of S.H.I.E.L.D.

Valentina appears in the movie, portrayed by Lisa Rinna.

Marvel Cinematic Universe

The Falcon and The Winter Soldier (2021)

Valentina appears briefly in the Disney+ streaming series The Falcon and The Winter Soldier. She is a mysterious presence, who appears to John Walker after he takes the super soldier serum and is caught on camera extrajudicially killing a member of the Flag-Smashers. She ultimately names him U.S. Agent. She is played by Julia Louis-Dreyfus.

Black Widow (2021)

Julia Louis-Dreyfus reprises the role in the post-credit scene of Black Widow. It is implied that she and Yelena had a working relationship for at least some of the time between the events of Black Widow and Avengers: Endgame. Before the global COVID-19 pandemic, this would have been her first appearance, but the film was moved on the release schedule so it could still be released in theaters.

Black Panther: Wakanda Forever (2022)

Julia Louis-Dreyfus reprises in the sequel to Black Panther. She is confirmed to be the director of the CIA and to be the ex-wife of CIA agent, Everett K. Ross. She is suspicious of his relationship with the foreign nation.

Thunderbolts* (2025)

Louis-Dreyfus reprises her role as Val in the live-action Thunderbolts* movie, based on the comic book team of the same name. In the film Valentina is cleaning house on an illicit series of experiments a shell company of hers conducted in order to create the perfect super soldier serum. She lures various independent contractors that have worked for her, including Yelena Belova, to a black site before attempting to cremate the evidence and her black ops team with it. The group survive but Val and her soldiers intercept them and, upon discovering the sole survivor of her experiments displaying vast levels of power, Val takes Bob Reynolds back to New York City.

Val presents him with an opportunity to become a true hero, using the pre-approved branding to turn him into her Sentry. When the group (now calling themselves the Thunderbolts) arrive at what was once Avengers Tower, Val invites them to the penthouse and orders Sentry to kill them. Sentry refuses and turns on Val, who then activates a killswitch that she believes kills Bob, but the detonation only awakens The Void. Val is one of thousands who is absorbed into the Void until the Thunderbolts bring Bob back from the edge. The team tries to confront Val, but she leads them into a press conference where she triumphantly announces her "New Avengers." With a veneer of control but at the mercy of the team revealing her illegal experiments and mechanisations, Yelena tells Val that they now own her.