Valentina Allegra de Fontaine

*"Valentina Allegra de Fontaine. Actually, it's Contessa Valentina Allegra de Fontaine. I know it's hard, but I don't like to repeat myself, so you can just call me Val. But don't call me Val, just keep it in your head."*
―Valentina de Santis
**Valentina de Santis**, later known as **Contessa Valentina Allegra de Fontaine**, is the daughter of Tadzio de Santis and a HYDRA infiltrator, who posed as a high-ranking S.H.I.E.L.D. agent.

Valentina was indoctrinated into the ranks of HYDRA by her father and trained at the HYDRA Preparatory Academy, for whom she took on a role as a double agent within S.H.I.E.L.D.'s ranks. During her years of service working undercover, Val became a leading member of S.H.I.E.L.D.. Following the organisation's collapse and her subsequent retirement, Val began recruiting powerful individuals into her father's criminal organisation.

## Biography

### Early Life

Contessa Valentina Allegra de Fontaine is the assumed name of Valentina de Santis, daughter of Tadzio de Santis, a prominent HYDRA figure. A former student of the HYDRA Preparatory Academy, de Santis was appointed as a HYDRA mole in S.H.I.E.L.D..

### Joining S.H.I.E.L.D.

Taken up the cover identity of "Contessa Valentina Allegra de Fontaine", a member of the European "jet set," she entered a training program to become an agent of S.H.I.E.L.D and was educated at the S.H.I.E.L.D. Manhattan UNIT Academy.

### Meeting Nick Fury

When S.H.I.E.L.D. Director Nick Fury visited the academy for a sparring demonstration, Val tried to help him after an explosion stunned him; when Fury spurned her aid, she flung him with a judo toss, piquing his interest.

Val completed her training and began work with Fury in the field. During their continued adventures, Val and Fury fell in love and had a romantic relationship in spite of their professional standings. As a result of her remarkable talents and skills in many areas, Val quickly became a leading member of S.H.I.E.L.D..

### Femme Force

At some point Val was the leader of S.H.I.E.L.D.'s Femme Force, an elite cadre of female agents who included the Black Widow, Maria Hill and Sharon Carter. Nothing has been recently revealed about the Femme Force's activities; and it may therefore be presumed that the group was disbanded years ago.

### HYDRA Uprising

Val was among the S.H.I.E.L.D. agents who struggled against the HYDRA Uprising, which was finally defeated by Fury and others. Following the defeat of HYDRA, Val chose to publicly retire but at the same time she secretly rejoined her father's criminal organisation under her real name.

### Approached by Coulson

When Phil Coulson was tasked with rebuilding S.H.I.E.L.D. by Fury, he approached Val. Completely unaware of her current criminal activities, he asked her to rejoin the organisation but she declined.

### The Abduction of President Ellis

Val later participated in her father's scheme to abduct Matthew Ellis. She killed Sam Kolawetz, a reporter who was investigating her father and his potential involvement in the president's abduction.

When Captain America arrived at Fortezza Lorenzo for a final fight with her father, she saw Rogers' use his shield to send him off a parapet. Val prepared to kill Captain America with her father's submachine gun, but she was hit from behind by his returning shield. Somehow evading capture, she began scouting out people with superhuman abilities to recruit into her father's organisation.

### Meeting with Yelena Belova

During her search, Val met Yelena Belova, a trained assassin and spy and the surrogate sister of Natasha Romanoff, recruiting Belova into her organization. Following Romanoff's death in late 2023, Belova visited her headstone in Ohio to mourn while on holiday leave. Val visited Romanoff's grave at the same time to meet Belova, making her presence known by blowing into a handkerchief, joking that she was "allergic to the Midwest."

Belova called Val desperate for coming to her while she was on holiday, asking for a raise. Val joked that she wanted one too, before telling Belova that she had a new mission for her. Handing her a tablet, Val informed Belova that her next target would be the man responsible for Romanoff's death, revealing an image of Clint Barton. As Belova stared at the tablet, which displayed an image of Barton, Val remarked that he was cute.

### Meeting with John Walker

In 2024, following John Walker being stripped of his title as Captain America and military rank due to him murdering Nico, a surrendering foreign national and one member of the Flag Smashers, Val met with him and his wife, Olivia Walker, at a bench outside the main courtroom in the United States Capitol. She introduced herself to the two, noting the name that she would prefer them to address her by, before she then awkwardly sat down between them.

Sitting down, Val had told Walker that, if she had been in the same position that he had been in, she would have killed Nico too, as he had been responsible for the death of Battlestar, while also saying the only reason that Walker was getting punished was because the government had to uphold all their laws. She explained that she was aware Walker had also taken the Super Soldier Serum before fighting against these Flag Smashers, that he no longer possessed his shield, since Sam Wilson and Bucky Barnes had earlier managed to subdue him and then reclaimed it, and that taking that serum also made him valuable to certain people, whom de Fontaine was connected to.

As Walker's wife tried to ask who Val was, she ignored her and continued speaking to Walker. She told Walker that his decision to take the serum was the best decision he had ever made, along with choosing to marry Olivia. She told Walker that the next best decision he would make would be to pick up the phone when she called him. Noting that the shield did not belong to the government, Val gave Walker a blank business card, before leaving.

### Creating U.S. Agent

With the Flag Smashers defeated, Val reunited with John Walker, after he had helped in the fight. While Walker put on his uniform, Val talked with Olivia Walker about all but one of the remaining Flag Smashers being killed while being transported to the Raft, saying that Helmut Zemo, who intended to destroy all super soldiers, had gotten the last laugh after all. Walker then stepped into the room in a new version of his suit, now all-black. As Val complimented the suit, she told the Walkers that the world was changing and that people did not need a Captain America, giving Walker the new name of "U.S. Agent" before leaving.

## Personality

Valentina de Santis is a very influential and manipulative figure. Her knowledge of how the United States government operates enabled her to convince John Walker to work for her. Additionally, de Santis was able to switch the narrative of Natasha Romanoff's sacrifice and frame it as a murder, convincing Yelena Belova that Clint Barton killed her, and sending her on a mission to kill him. While insincere about Romanoff's sacrifice, she deeply admired the fallen hero and voiced her respect for her at her headstone.

## Abilities

* **Expert Tactician:** Val is an excellent combat leader and strategist. She is able to elaborate complex strategies and apply them in not just battle, but any other activity as well.
* **Master Spy:** Val is a superb espionage officer, making all of S.H.I.E.L.D. believe she was a loyal agent of theirs when in reality she was an operative of HYDRA. She is highly skilled in espionage, stealth, disguise, and infiltration, capable of breaching high-security facilities without being detected.
* **Expert Combatant:** Val is a superb hand to hand combatant. She is highly trained in multiple martial arts and hand-to-hand combat styles, particularly judo.
* **Expert Marksman:** Val is an expert marksman. She has a familiarity with a wide variety of exotic weaponry used by both S.H.I.E.L.D. and HYDRA.

## Equipment

### Weapons

* **SIG-Sauer P226:** Val used a pistol as her sidearm along with her fellow agents as a standard issue for many S.H.I.E.L.D. agents during the 1990s.
* **Glock 17:** The Glock 17 was the standard sidearm used by S.H.I.E.L.D. agents, before being replaced by the Smith & Wesson M&P.
* **Smith & Wesson M&P:** The Smith & Wesson M&P pistol is the standard sidearm carried by S.H.I.E.L.D. agents, and Val also carried one as her sidearm.
* **Heckler & Koch MP5A3:** A Heckler & Koch MP5A3 with a slimline hand-guard was used by Val when she attempted to kill Captain America during his assault on Fortezza Lorenzo.

### Other Equipment

* **S.H.I.E.L.D. Uniform**: A uniform made up of Kevlar and a fire-resistant material whose kindling temperature is 1,700 °F (930 °C). The uniform includes numerous S.H.I.E.L.D. paraphernalia.
* **Bulletproof Vest**: A personal bulletproof vest worn by Val for protection against projectiles and shrapnel from explosions.

## Faciliites

* **HYDRA Preparatory Academy**: *To be added*
* **S.H.I.E.L.D. Manhattan UNIT Academy:** *To be added*
* **Triskelion**: *To be added*
* **Fortezza Lorenzo:** *To be added*
* **United States Capitol:** *To be added*

## Relationships

### Allies

* HYDRA
* Yelena Belova
* John Walker/U.S. Agent
* Olivia Walker
* Fanny

### Enemies

* S.H.I.E.L.D.
	+ Nick Fury - Former Director and Ex-Boyfriend
	+ Maria Hill - Former Deputy Director
	+ Sharon Carter - Former Colleague
* Avengers - Former Allies
	+ Steve Rogers/Captain America - Former Colleague
	+ Natasha Romanoff/Black Widow † - Former Colleague
	+ Clint Barton/Hawkeye - Former Colleague
* Sam Kolawetz † - Victim

## External Links

* https://marvel.fandom.com/wiki/Valentina\_Allegra\_de\_Fontaine\_(Earth-616)