Chester Phillips (Earth-199999)

Chester Phillips was an American Army colonel and founding overseer of the Strategic Scientific Reserve during World War II. He oversaw the super-soldier project alongside Abraham Erskine, Peggy Carter, and Howard Stark, which resulted in the "creation" of Captain America. Phillips was a typically hard-nosed military man who saw little potential in the scrawny Steve Rogers who would come to be the war's greatest hero—it was primarily Erskine's vision that allowed Rogers to undergo the tests to become Captain America. Nonetheless, Phillips warmed up to Cap upon recognizing his unmatched valor. After the war, Phillips helped found S.H.I.E.L.D. along with Stark and Carter.

Biography

In 1940, President Franklin D. Roosevelt recognized the rising threat of Hydra and their technological superiority, and ordered the establishment of a Strategic Scientific Reserve to counteract their efforts. The SSR would align the greatest minds in the free world to defend American interests and produce novel defenses against Hydra's might. Phillips was assigned to recruit for the SSR, and quickly picked up genius engineer Howard Stark. Stark was initially reluctant, but a street shootout with some Hydra spies caused him to rethink things and he quickly joined the effort. Phillips and Stark were soon joined by British spy Peggy Carter and scientist Abraham Erskine in the upper echelons of the SSR establishment, and they established Project Rebirth, an effort to use Erskine's super-soldier serum for good. Erskine had previously been forced to use the serum on Hydra leader Johann Schmidt, leaving Schmidt horribly disfigured. Erskine emphasized that the serum merely amplified what was already inside someone, and therefore any potential candidates for the serum now would have to be benevolent at heart.

Phillips had a more blunt way of looking at things, suggesting dozens of candidates with significant strength and power. Erskine rejected all of them out of hand, and himself suggested a small, sickly young man named Steve Rogers, who had demonstrated a remarkable amount of courage and determination in having (illegally) attempted to enlist with the military five times prior. After seeing Rogers's character in field training, Phillips agreed. Agent Carter was also on Erskine's side, having seen what Schmidt—grotesquely nicknamed Red Skull—had become upon taking the serum. In June 1943, Rogers was led to an underground facility in his home borough of Brooklyn, where Erskine's experiment went perfectly and Rogers emerged dramatically taller, stronger, and faster. Unfortunately, a Hydra spy named Heinz Kruger had infiltrated the proceedings, and shot and killed Dr. Erskine, preventing the serum from ever being recreated. Rogers gave chase, but the spy committed suicide before he could be taken into custody. With the Hydra threat suddenly much more pressing, President Roosevelt ordered the SSR to take the fight to Hydra in Europe. Phillips pushed Rogers out of the fold, not believing in the ability of one "super soldier" to turn the tide in the war. Instead, having garnered media attention chasing Kruger through the streets, Rogers found himself touring the country as a mascot for war bonds and general patriotism dubbed "Captain America."

In November, Rogers was performing near the front lines in Italy when he heard that the 107th infantry division, including his best friend Bucky Barnes, had suffered a major defeat in Azzano—anyone who hadn't escaped or been killed was taken prisoner at a Hydra facility in Krausberg, Austria. Rogers was determined to save Barnes, and Carter and Stark quietly assisted him by securing an airdrop for him into hostile territory. Upon hearing of this the following morning, Phillips chastised Carter for taking a chance that would likely mean the end of the division. Moments after Phillips had dictated Rogers's condolence letter, Rogers arrived at the edge of the camp with every single missing member of the 107th in tow. Red Skull himself had been at the base, and had self-destructed it and escaped after Rogers sprung a revolt. After singlehandedly saving hundreds of lives and dealing a significant blow to Hydra's manufacturing line, there was no more denying "Captain America's" enormous value to the Allied war effort. Even Phillips changed his tune upon Rogers's arrival, declaring that no disciplinary action would be necessary.

Phillips tasked Rogers with taking down the remaining Hydra weapons facilities while the SSR tried to pin down Hydra's center of operations. Rogers insisted on teaming up with a group of men from the 107th, who would come to be known as the Howling Commandos. The Commandos were a rousing success, taking down numerous Hydra bases over the next year and a half. By 1945, they even managed to take in leading Hydra scientist Arnim Zola, and Phillips took it upon himself to interrogate him. Phillips told Zola that he had sent out an encoded radio message claiming that Zola had already given up Hydra secrets to the SSR, fully intending on Hydra decoding the message and branding Zola a traitor. As a result, Zola lost all allegiance with Hydra, and he agreed to cooperate, explaining Schmidt's plans and motivations.

Red Skull had become obsessed with divine power, and planned on destroying major cities across the world, including much of the United States, to demonstrate his might. Hydra's final base was in the Alps, 500 feet below the surface—Captain America's plan of attack was essentially a simple, full-fledged frontal assault. He went alone on motorcycle straight to the front door of the base and got himself captured, allowing the other Howling Commandos to burst in some time later and begin the attack proper, followed by an infantry unit led by Phillips and Carter. Red Skull fled for the Valkyrie, a large plane that he would use to bomb his many targets around the world. Phillips and Carter drove Cap to the Valkyrie as it prepared to take off, and Carter kissed him for luck. Cap boarded the Valkyrie and confronted Red Skull in the cockpit. He used the power of the Tesseract, a mysterious artifact that Schmidt had been using to power Hydra weaponry, against him, sucking Schmidt into space and effectively neutralizing him. The Valkyrie remained on course however, and was sure to crash and kill countless people if something wasn't done. Carter, Phillips, and the other ground forces secured a communications area, and Carter tried to assure Rogers that she would find a way out of the situation. Cap was grimly confident that the only way to save everyone was to crash the Valkyrie into the icy north Atlantic. As Carter slowly accepted the sad truth, the two comforted each other by making a date for their first dance the next Saturday. Cap's radio went dead, and Carter burst into tears. Captain America would be remembered as a hero for generations—an uncharacteristically somber and respectful Phillips gave Carter Rogers's intel file to remember him by. Some time after the war, Phillips helped found S.H.I.E.L.D. with Carter and Stark. It was to be a spiritual successor to the SSR, one with a broader scope of general protection than the Reserve's America-centric focus. S.H.I.E.L.D. would prosper as a peacekeeping agency for decades to come, well after Phillips's death.