U.S. Agent’s second limited series, consisting of three issues, all released in 2001, written and penciled by Jerry Ordway, and inked by Karl Kesel. His villains in this series were Hydra, Atlantis, and the Power Broker and his allies were Valerie Cooper and her newly-founded Superhuman Tactical Activities Response Squad (S.T.A.R.S.), including his former girlfriend Kali Vries, as well as a guest appearance from Captain America.