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"The only thing more tiring than going that big is putting up with Hank's bullshit."
―Bill Foster to Scott Lang[src]

Doctor William Barrett "Bill" Foster is a biochemist and a former member of S.H.I.E.L.D. who had previously worked with Hank Pym on Project G.O.L.I.A.T.H. until disagreements between them caused Pym to dismantle the project. During one of the S.H.I.E.L.D. missions, Foster met Ava Starr, a young girl whose exposure with the Quantum Realm caused severe damage to her body. Once S.H.I.E.L.D. had collapsed, Foster helped Starr cure her condition, using all research that Pym was doing to bring Janet van Dyne back from the Quantum Realm, while both Ant-Man and the Wasp stood in their way. Although he disagreed with her methods, Foster continued helping Starr until van Dyne was rescued and then cured her, as Foster agreed to protect Starr as they went on the run.

Biography

Early Life

Project G.O.L.I.A.T.H.

"Back in the day, I was Hank's partner on a project called G.O.L.I.A.T.H.."
"Excuse me? You were my partner?"
―Bill Foster and Hank Pym[src]
While he had been working at S.H.I.E.L.D., Foster had worked with Hank Pym on Project G.O.L.I.A.T.H.. During the project, Foster was able to grow to at least twenty one feet. However, Foster and Pym had a fight and Foster left the project before Pym decided to leave S.H.I.E.L.D.[1]

Meeting Ava Starr

"Hello, Ava. My name is Bill. I was a friend of your father. I brought you something. It's all right. Try again. That's it."
―Bill Foster to Ava Starr[src]
Bill Foster (Agent of S.H.I.E.L.D.)

Foster goes to investigate Ava Starr's powers

Several years later, S.H.I.E.L.D. had assigned Foster to investigate a new Quantum Anomaly in Argentina. During this investigation, Foster had learned that the anomaly had actually been caused by Ava Starr, daughter of his former colleague and friend, Elihas Starr. Starr's work with a Quantum Tunnel led to their eventual death of his wife, as well as himself, while their daughter had been inadvertently inundated by the Quantum Energy from Starr's Tunnel going into overload.

Young Goliath

Foster meeting the now orphaned Ava Starr

Greeting Ava in an orphanage, Foster had brought her a stuffed bear as a present, with Ava struggling not to phase through it, until Foster helped her to control these new found powers, as she was eventually able to take the bear. Foster took her from the orphanage becoming her surrogate father, and also vowed to find a cure for her condition. Despite his protections, he was not able to prevent S.H.I.E.L.D. from running tests on her and turning her into their killing machine.[1]

Curing Ava Starr

Searching for the Solution

"When S.H.I.E.L.D. collapsed, I took Ava in. I built the chamber to slow her decay, but her condition was progressive. I didn't know how to cure her. She wanted to kill you, Hank. But I told her, no. And that she should watch you instead. And sure enough, she discovered that you were building a Tunnel."
―Bill Foster to Hank Pym[src]
In the wake of HYDRA Uprising and the collapse of S.H.I.E.L.D., Foster took Ava Starr away but her condition continued to mature, but so did her molecular instability. Eventually, her condition reached a point where any kind of instability was incredibly painful and even the Ghost Suit became less effective at helping her control it. Foster designed the Quantum Energy Chamber where Starr could be bombarded by Quantum Energy to help stabilize herself, but it only offered a very short-term solution, as her body had continued to deteriorate.

Once S.H.I.E.L.D. realized that in order to cure Starr for the long-term, she would need heavy amounts of Quantum Energy, and Foster realized that this could be found in the Quantum Realm. Despite Starr's intention to kill Hank Pym, Foster prevented this and told her to only watch him. Eventually, she found out that Pym had reopened work on the Quantum Tunnel, in order to bring back Janet van Dyne. Foster began plotting with Starr to steal the Mobile Laboratory so that they could drain all of van Dyne's Quantum Energy and finally heal Starr's body.[1]

Reunion with Hank Pym

AMATW Fishburne

Foster lectures his students on biochemistry

"I told you this was a waste of time. Come on, let's go."
"Don't condescend, Hank. You're the one who's on the run from the FBI. All because you had to grow to a size that finally fit your ego."
"That wasn't me in Germany. It was this idiot."
Hank Pym and Bill Foster[src]

While Foster was lecturing for his students at Berkeley University, he had discussed the concepts of a Quantum System reverting particles that had become separated. However, during this lecture, Foster had looked up to the back of the room, as he noticed that Hank Pym had arrived in their building and was currently watching Foster's lecture with his allies. Knowing that Pym would not be there if it was not extremely important, Foster told his students that due to them looking confused, he would be cutting their lecture short, as Foster had looked up at Pym while all of the students had then left the room.

Ant-Man and the Wasp 96

Foster meeting with Hank Pym's new allies

Foster took Pym into his office, where he learned that Scott Lang had made a connection with Janet van Dyne following his brief journey to the Quantum Realm. Foster then expressed his utter amazement at this situation, noting that the connection that Lang had with van Dyne must be a Quantum Entanglement that had caused that connection, which Lang agreed with while also questioning if Pym and Foster just put the word Quantum in front of all of their scientific discoveries.

Ant-Man and the Wasp 98

Foster brings up his past work with Hank Pym

Changing the subject, Hope van Dyne had then asked if Foster could help find their Mobile Laboratory, although Foster claimed that he did not have the equipment that could assist them. As Pym had claimed that this was a waste of time and attempted to leave, Foster told him not to condescend, noting that Pym was on the run from the FBI due to his actions in Germany, while working with the Avengers, although Pym claimed that it was actually Lang who had been in Germany.

BFosterMockingHPymAtUni

Foster comments on Hank Pym's bad attitude

Becoming interested in what Lang had done in Germany, Foster had asked how tiring it was to become so large, to which Lang claimed to have slept for three days straight. Foster had told Lang about all his time working with Pym on Project G.O.L.I.A.T.H., noting that dealing with Pym was more exhausting that becoming so large. Foster and Lang then discussed how big they got, as Foster noted his record of twenty one feet, which Lang admitted to becoming sixty five feet.

BFosterThreatenedByPymInOffice

Foster is threatened by an angry Hank Pym

Becoming irritated, van Dyne then insisted that they needed to focus on finding their lab, as Foster began teasing Pym over not being able to do this yet, noting that he left Project G.O.L.I.A.T.H. due to Pym's arrogance, although Pym insisted that he had fired Foster. This led to an argument between Foster and Pym over how Pym always pushed everybody away from him, as Foster had noted that only Janet could stand to be around him, noting that she paid the price for doing it.

BFosterGivingPymSomeAdvice

Foster giving Hank Pym his scientific advice

That comment enraged Pym, who had to be held back by van Dyne, before Lang then noticed that the FBI had just arrived outside, being led by Jimmy Woo. As the group had attempted to leave, Foster then recommended that they could improvise the tracker for the lab if they modified the refraction units with one of their regulators, as van Dyne admitted could work, as they made their escape, with van Dyne then thanking Foster for his help as she closed the door behind them.

Bill Foster talking to Jimmy Woo

Foster being questioned by agent Jimmy Woo

Once the group had escaped, Foster was visited inside his office by Woo, alongside Burleigh and Stoltz, with Woo questioning if Foster had seen Pym who had just been identified by their campus police. However, Foster had denied seeing Pym, claiming that they had not spoken to one another in thirty years, and that he would be the last person that Pym would want to see. When Woo questioned why this would be, Foster just noted that he and Pym hated each other.[1]

Ambush at Ghost's Hideout

BFosterEntersTheRoom-DarkShadow

Foster revealing himself inside their Hideout

"For the last thirty years, she's been down there absorbing quantum energy. We can extract that energy. We can use it to repair Ava's molecular structure-"
"Are you insane? That would rip Janet apart!"
―Bill Foster and Hank Pym[src]

Foster was later informed by Ghost, that she had just successfully captured Hank Pym, along with Ant-Man and the Wasp, while they attempted to steal the Mobile Laboratory. As Ghost was waking up these captives, Foster revealed himself, noting that Ghost was another casualty of Pym's ego, as Pym questioned what Foster had done, only for Ghost to note that it was due to what Pym had done.

BFosterListensToGhost-Origin

Foster listening to Ghost's tragic backstory

As Ant-Man expressed his disappointment, as he had thought Foster was cool, Wasp demanded to know what was happening. Foster had then stood by and listened closely while Ghost revealed herself to be the daughter of Elihas Starr and explained how Pym and Foster had previously worked with Starr at S.H.I.E.L.D., before Pym chose to fire and discredit Starr. Foster listened as Ghost explained how Starr had accidentally overloaded a Quantum Tunnel, resulting in his demise.

BFosterExplainsHisPastWithGhost

Foster explains his past with Ghost as a child

Ghost went on to explain how that explosion which killed her parents had resulted in her body being torn apart and inundated by quantum energy, causing her powers. Foster then noted that he was still with S.H.I.E.L.D. when he had learned about this, resulting in him going to meet with Ghost himself, with him winning her trust and helping her to understand the true nature of the powers, while S.H.I.E.L.D. simply provided her with the Ghost Suit and turned her into an assassin.

BFosterTalkingToHPym-BeforePhonecall

Foster telling Hank Pym about their message

Foster then told Pym that, in the wake of a HYDRA Uprising that had destroyed S.H.I.E.L.D., he had taken Ghost in himself, noting that he built a Quantum Energy Chamber to slow her decay. However, while Foster had been commenting on how Ghost had wanted to kill Pym, a phone began ringing, distracting Foster. While Foster tried to note how they had learned how the message from Janet van Dyne inside of Ant-Man's head, he became more angry at the ringing phone.

Bill Foster letting Ant-Man FaceTime his daughter, impatiently

Foster letting Ant-Man talk with his daughter

Ant-Man revealed that this was his phone, as Foster picked it up and showed him that it was Cassie Lang who was trying to contact him, with Ant-Man requesting a chance to speak to his daughter and find out if she was in danger. Despite some reluctance, Foster answered Cassie's video call and allowed Ant-Man to speak with her, learning that Cassie had just lost her soccer shoes, as Maggie Lang and Jim Paxton asking Ant-Man to look around his house for them.

"She doesn't need your help. I know how to save her."

Foster explains his plan with Quantum Energy

Running out of patience, Foster got Ant-Man to finish up this call by claiming to be sick, as he apologized as Cassie had claimed it to be an emergency. Although Pym tried to help to Ghost, Foster insisted that she did not need Pym's help. When Pym questioned how they would save her, Foster explained that Janet had been trapped inside the Quantum Realm for over thirty years, and had absorbed enough Quantum Energy that they could now use it to repair Ghost's body.

BFosterPicksUpPymParticles-Talking

Foster insists on transferring Quantum Energy

However, Pym had insisted that extracting the Quantum Energy from Janet would rip her apart, although Foster denied this, insisting that he would power up the Quantum Tunnel and use the connection that Ant-Man had with Janet to extract the Quantum Energy, threatening to turn Ant-Man over to the FBI if he did not help them. Foster then used the Pym Particle Disk to shrink the Quantum Energy Chamber, while Pym insisted that he would not help Foster to kill his wife.

Ghost being surrounded by Ants

Foster releases a hoard of Ants from in the tin

However, when Foster went to leave with the Mobile Laboratory, Pym seemingly began to have a heart attack, as Wasp demanded Foster give him his medication. Unwilling to see Pym die, Foster went found the tin with the medication, only to learn this was a deception as the tin was filled with Ants which became huge once the tin was opened. Once they were free, Pym used their EMP Communication Devices to trap Foster in a corner, while they escaped with their equipment.[1]

Keeping Plan in Motion

BFosterCheckingTheQuantumChamber

Foster checks the Quantum Energy Chamber

"What if Hank was right? What if this process kills Janet?"
"You're worried about her?"
"I'm saying she's a brilliant scientist. She may be able to help."
"Oh, she will help. Right now. And if she dies, she dies!"
―Bill Foster and Ghost[src]

Without those ants in their Hideout, Foster examined the condition of the Quantum Energy Chamber, figuring out that they need the Mobile Laboratory so it could restore Ava Starr's molecules. Foster explained to Starr that the chamber, as well as the suit, cannot help her and she had weeks to live. Starr decided to go and force them to bring the lab back, intending to kidnap Cassie Lang as a ransom.

BFosterTalkingToAStarr-NoKidnapping

Foster tells Ava Starr to not resort to crime

Knowing that Starr was going onto a dark path in her life, Foster had stopped her, noting that he tolerated a lot of Starr's issues but he can not be any part of the kidnapping of a child. Starr furiously reminded him that she is fading away, in just a short amount of time, however, Foster promised to fix her condition. Despite his promise to help her at all cost, Foster told Starr that if she hurts Scott Lang's daughter he would not continue helping her, Starr to agree with his condition.[1]

Chase for the Mobile Lab

BFosterTalkingToGhost-ContinueWorking

Foster tells Ghost about the risk of her plan

"We can begin the extraction process now. Listen, Ava, this whole thing could be very dangerous. Maybe, maybe we should…"
"Maybe we should what? Wait? I've got days until I'm dead. We're doing this, Bill. Now."
―Bill Foster and Ghost[src]

Once Ghost had just managed to successfully steal back the Mobile Laboratory, while Hank Pym and Hope van Dyne were arrested by the FBI, Foster set up their equipment, which connecting the Quantum Tunnel with the Quantum Energy Chamber and stated that tech was ready to extracting the Quantum Energy. However, Foster also explained the procedure could be very dangerous. and they probably should wait to be certain. Starr reminded him that she has no time to wait and they need to do it straight away.

BFoster&Ghost-SeeingAntsOnTheCircuit

Foster and Ghost seeing the ants interfering

Foster attempted to launch the Tunnel, however, it immediately shut down. Foster saw numerous ants sabotaging the circuit beneath the machine, plugging them off the power grid. Foster figured that Pym and van Dyne had escaped the FBI and were close to their perimeter. As Starr noted that they might not be too far from their location, she went to deal with them, leaving Foster behind. As Starr was outside, Foster walked back into the lab and was ambushed by giant ants.

BFosterBeingAmbushedByGiantsAnts

Foster is ambushed by giant ants at the lab

Confused on how they got there, Foster called to Pym for threatening him with his ants, telling the rest of them to stay away from his skin. As Foster was kept away as part of a plan, Pym took his Exploration Suit and was going to the Quantum Vehicle. As Pym was putting on his suit, Foster noted to him that all he wanted was to help Starr and Pym had assured that he will help him to stabilize her condition once he saves Janet, saying that together they can figure something out.

BFosterLooksOverToHPym-GoodLuck

Foster talks to Hank Pym about Ghost's state

Now that the situation is out of his control, Foster told Pym good luck on his trip to the Quantum Realm before the giant ants escorted him out of the lab. After Pym had entered the Quantum Realm and Wasp had shrunk down the lab, Foster witnessed the incident of the size of the lab being reduced and taken away by Luis. While Starr went after Ant-Man and the Wasp into a high speed chase, Foster managed to find the lab at the pier and realized what Starr was intending to do.

BFosterStopsGhost-InsideTheLab

Foster tells Ghost to figure out another way

Going into the lab, Foster attempted to stop Starr from extracting the energy, explaining that Pym could also be right about it killing Janet. However, Starr did not care about her and pushed him away before turning on the chamber. The process was launched and Janet began dying, but Ghost was stopped by Ant-Man and Wasp. Taking cover from their situation, Pym and Janet returned back from the Quantum Realm, leading Foster to witnessed Janet calming Starr down.

BFosterSeeingAStarrBeingWholeAgain

Foster witnessing Ava Starr being healed

Once Janet had realized that Starr's body was beginning to fall apart completely, she then cured Starr's condition through the use of her powers she had got from the Quantum Realm, much to Foster's joy. After Luis informed them that San Francisco Police Department were coming to investigate their situation involving the Mobile Laboratory, van Dyne had known that situation was dire as she asked the group about Starr and Foster, to which he decided go along with them.[1]

Going on the Run

Group leaves the area

Foster escapes from their Mobile Laboratory

"We can make it, Ava."
"Bill…"
"I'm not leaving you."
―Bill Foster and Ghost[src]

Afterwards, Foster proceeded to escape from their Mobile Laboratory with Ava Starr and the rest of the group, as they had all then came up with a plan to distract the FBI from their path to not get them all arrested. Once they had succeeded on the plan, Starr and Foster had managed escaped the scene and into an alleyway in order to avoid them getting arrested.

BFosterTalksToAStarr-NoAbandoning

Foster agreeing to leave the city with Ava Starr

Foster and Starr had managed to hide from the San Francisco Police Department and hold her up so that she could walk straight, as she struggled to find her strength, before she then asked him to leave her behind. However, Foster refused to leave her and insists on making it on a different location. Despite Starr telling him that she hurt people, Foster responded that he would not abandon her, resulting in Foster and Starr hugging each other before continuing on hide together.[1]

Personality

Foster is an exceptional and intelligent scientist on par with Hank Pym enough for the latter to consider him his rival. He, however, resented Pym for his ego and attempt to fire him. From this point on, he develops a fierce hatred for Pym, deriding his egotistical nature and arrogance. Beyond this resentment for Pym, however, he's rather kind and affectionate, getting along quite well with Scott Lang upon meeting him and commenting on his size-increasing trials in the old days.

It is later revealed that Foster deeply cares for Ava Starr, doing whatever he could to heal her of her condition. This love is so deep that he treats Starr like his own daughter, tolerating several of her more ruthless actions, and refused to leave her side, even when his life was at risk. Despite his love for her, Foster's tolerance for her actions has a limit; this is particularly seen when Starr suggested kidnapping Lang's daughter. Foster vehemently rejected the idea, going so far as to say if she laid one finger on her, he would no longer help her. Despite Starr's attempt to push him away, Foster could not turn his back to her and decided to go off the grid with her.

Foster is shown to be a loyal and devoted friend, as it was his friendship with Elihas Starr that drove him to try to help Ava in the first place and having been good friends with Janet van Dyne, her and Elihas's fates being among the prominent reasons why he resented Hank, with Foster indicating that he had tried to persuade Janet to avoid being with Hank and regretting his failure that caused her seeming death, Foster, despite at first dismissing the potential that Janet would be ripped apart if he extracted her quantum energy, eventually came to hesitate doing so out of concern of what would happen to his former colleague at the last moment, worrying that Pym may have been correct about van Dyne being ripped apart by the process, and urged Starr to find another way. Even with all that had happened between him and Hank, Foster never wanted him dead, as he did not allow Ava to kill Hank in her search for more quantum energies and was concerned when Hank feigned a heart attack. They eventually achieved a reconciliation of sorts, as Foster came to trust that Hank would help in Ava's recovery after he had saved Janet.

Powers and Abilities

Powers

"How big did you get?"
"My record? Twenty-one feet."
Scott Lang and Bill Foster[src]
  • Size Manipulation: Using technology designed with Hank Pym, Foster was able to grow his body to giant size, up to twenty one feet.

Abilities

"In an isolated system... particles co-exist in a stable phase relationship. If the system is interfered with, that stability becomes chaos. Unpredictable. Dangerous. Beautiful. Isolated completely, a quantum system would revert back to separate states of matter... each entangled with a distinct state of its environment. In other words, the object in question would be both in and out of phase... with multiple parallel realities."
―Bill Foster[src]
  • Master Scientist: Foster is an excellent S.H.I.E.L.D. scientist, working with Pym, and Janet van Dyne. Foster had a solid background on quantum technology and worked with Pym on Project G.O.L.I.A.T.H. Foster was also able to build an advanced machine to momentarily halt Ava Starr's molecular instability, and later assisted Pym to locate his mobile lab by advising him to modify the defraction units one of his regulators to improvise a tracker.

Equipment

  • Quantum Energy Chamber: In order to stabilize Ava Starr's molecular condition, Foster designed the chamber that bombarded her by quantum energy, stabilizing Starr. However, it was only a very short-term solution and later it lost effect. Foster then re-designed the chamber to extract quantum energy from Janet van Dyne.
  • Pym Particles Disks: Foster used one of the disks with Pym Particles to reduce the Chamber and carry it out of the hideout.

Facilities

BillFosterGivingHisLecture

Foster giving a lecture to some of his students

This section requires expansion

Relationships

Family

Allies

Enemies

Trivia

Behind the Scenes

References

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