Iron Man #254 "Graduation Day" March, 1990
Creators: Bob Layton (Story and Art). Paul Becton (Colors). Janice Chiang (Letters). Howard Mackie (Editor). Tom DeFalco (Maggia In Chief).

The killer of Whitney Frost has been the object of a search by Tony Stark. After consulting a computer for possible leads, Iron Man has finally gotten a clue for the whereabouts of Madame Masque.

A Maggia warehouse is now under siege by the armored Avenger, with the Maggia on the losing end. In order to make their escape, the crooks activate "The Persuader." Shell-Head is less than impressed by the low-tech hunk of junk, which is blown to pieces by his repulsor rays.

The Maggia armory has been closed down, leaving one person who might give Iron Man the information he needs on Madame Masque. The underling knows
that the Big M won't let him live for long if he gives up her whereabouts.

At the estate which operates as the Taskmaster's school, a student finds that his gun has just jammed --

ZZRRAKK! Number Three's life has just run out. The multi-talented teacher inspects the late student's blaster and sees that it's been tampered with. The guilty pupil confesses his involvement and admits that he had hoped to move up in rank. The Taskmaster issues Number One his new rank and announces that the final test will be taking place soon. The graduate will be the one who survives the exam.

The armored Avenger returns to Apple Valley, knowing that sooner or later, he'll meet up with Masque again. Within the domed plaza near the Stark Administration Building, James Rhodes is enjoying some indoor skiing.

Tony Stark arrives to congratulate his friend on his fine form. The dome has been set up for the charity children's party, where the winter festivities will be held. Marcy Pearson, the second-in-command at Stark Enterprises, would like to have few words with the head man. She feels that the boss has been neglecting his business, but Mr. Stark believes that he knows what's best for the company. When Rhodey tells Marcy to chill out on Christmas Eve, he receives a icy stare from his old flame.

Back at the school, Number One has just survived another combat sequence. He is now the second best student in the class. Before he leaves the classroom, the Taskmaster orders him to unload his blaster. The students will meet tomorrow at 6 A.M. for their final exam. In the dorms, Number Four is confident that she will prevail over the other students, and Number One wishes her pleasant dreams.

When she enters her room, the lights are off. The switch is thrown -- BRAKA-CHOOM! and Number Four is no more. The Taskmaster finds the magnesium device hidden in the light fixture and -- another failed student.

Tony Stark is getting a haircut at the salon of Rae LaCoste. She knows that Madame Masque is still at large and that Tony won't rest until the killer is caught. He knows that Whitney Frost was his love and that he owes her to do what's right. On Christmas Morning, the Taskmaster is eager to see which of his remaining students will graduate, while the others will become cannon fodder.

The final exam donning blinders and their assignment is to kill each other with their bare hands. If they do not observe the rules, the Taskmaster will kill them all. The three students begin to stalk one another in the arena, with each taking careful steps.

Number One's hand taps the shoulder of Number Two, with the latter caught in a choke hold. KRAK! Now there's only two left.

Hearing his position, Number Five tackles Number One, but is elbowed in the jaw for his troubles. Number One is grateful for the opportunity he has been giving by the fallen student. KRAK! As the surviving student, he is now the winner.

The Taskmaster escorts him to his personal quarters, where he receives his new uniform and equipment. Justin Hammer should be pleased with this graduate. He meets the Taskmaster's expectations of lacking mercy or remorse. He sees that Number One has donned his new garb and is now the new Spymaster.

Even though he's graduated from school, the Spymaster must still pass a field exercise. He is to evade the security at the Stark Enterprises annual Christmas charity bash, and return with a specific item as proof of hit success. The domed plaza is now filled with happy children and an enormous Christmas tree. Tony Stark is pleased with the turnout and Rhodey introduces him to his friend, Darlene. While the three chat, Marcy Pearson sheds a tear, and knows that she had succeeded in driving James Rhodes away.

Santa is besieged with children asking him for presents, but this St. Nick has something else in mind. When one tyke points to his hidden blaster, a security guard tells Santa to put it away. The man in the red suit grabs one child and threatens to open fire. Rhodey tells Tony to get reinforcements, while he handles things. Tired of wearing the seasonal disguise, Santa Claus decides to show the crowd who they're dealing with.

James Rhodes can't believe that he's seeing Spymaster in the flesh. When asked about his demise, the colorfully clad figure admits that he's gotten better since then. SHRAAKK! The startled master of disguise finds himself being carried into the air by Iron Man, who used his scanners to lock in on his foe from the subbasement area. Spymaster has got a little gift of his own for Shell-Head. PARROOM! The aerial de-stabilizer catches the armored Avenger off-guard.

WHOOSH! WHOOSH! WHOOSH! While Iron Man is getting swept off his feet, Spymaster dons some skis, and takes a jump. Rhodey has a couple of shots
to give the Spy-Guy. BLAM! BLAM! As the espionage agent falls to the ground, Shell-Head crushes the de-stabilizer.

James Rhodes closes in on the limp figure, but finds out that he's playing possum. Thanks to Kevlar, Spymaster is able to kick Rhodey in the head, then grab onto his power-chuks for a round against Iron Man. The armored Avenger is concerned for the children's safety, but the Spy-Guy is not.

CHAK-AK! CHAK-AK! SPA-KANG! Shell-Head is caught off-guard by the attack and is sent backwards into the ski ramp. BRRA-KAMM! If it collapses, the children will be buried alive.

Iron Man manages to keep the ski ramp from toppling until the last child is clear. KRAKA-KA-REESH! For a moment, the kids wonder if the Avenger will survive, but Mrs. Arbogast has faith in the man of iron. Spymaster is ready for another round, but Shell-Head wants to take it outside.

The death of Iron Man is not on Spymaster's mind, only what he's been sent to obtain -- the golden angel ornament on top of the Christmas tree. The armored Avenger won't even try to understand why his foe has decided to go to such extremes for a piece of plastic. He agrees to the request and Spymaster leaves with his prize. When asked if he's going to go after the villain, Iron Man says no. Since it's Christmas, Shell-Head knows that it's a time for peace on Earth and good will towards all -- not violence and vengeance.

On the cover of Iron Man #254, Santa Claus is dispensing some "Ho-Ho-Homicide" on the armored Avenger.

My favorite of Bob Layton's work would have to be the two Hercules miniseries from the 1980s.

Whitney Frost, aka Madame Masque, used to be dead, but she eventually got better.

"The Persuader" is similar to the Ed-209 from "Robocop."

Count Nefaria, the father of Whitney Frost and leader of the Maggia first appeared in Avengers #13 (February, 1965).

Although she did not appear in this story, Whitney Frost first appeared in Tales of Suspense #97 (January, 1968.)

The Taskmaster first appeared in Avengers #195 (May, 1980).

The first Spymaster first appeared in Iron Man #33 (January, 1971).

He was killed by the Ghost in Iron Man #220 (July, 1987).