Membership: Cookies; Milk

Purpose: Adventurers

Affiliations: Human Scorch, Scaredevil;
Forbush Man of Earth-665;
Spider-Ham of Earth-8311;
Wolverina of Earth-89923

Enemies: A dinosaur, Bread & Water, Col. Gate, Galacticus, Myron, Negative Forbush Man, Pork Grind, S'aanta

Base of Operations: Mobile on Earth-9047

First Appearance: (as a pin-up feature) What The--?!#7 (April, 1990); (full) What The--?!#10/2 (January, 1991)

History: (What The--?!#10/2) - The duo Milk and Cookies stopped a bank robbery by Earth-9047 versions of the Red Skull, Juggernaut and others.  Their enemy Col. Gate was filled with hatred at his enemies stopping his latest plan and devised an even greater plan to destroy them.  He robbed Manny's House of Cake 'N' Candy,  purposely leaving behind the directions to his hideout.  As the two heroes raced to his lair, they met up with the Human Scorch, who was searching for his three kidnapped partners.  Arriving at the hideout, Col. Gate released the robotic S'aanta on the heroes.  However, Milk and Cookies managed to make it wink and tap its nose, causing it to shoot upwards into space, where it exploded.  They were about to take down Gate, but Milk, confused about their role, begged Cookies for mercy, and Col. Gate escaped.  The two then ran off to fight other crimes and retrieve Cookie's vehicle from a tow-away zone.

(What The--?!#14/3) - Milk and Cookies journeyed to Riverdull to battle a dinosaur and find time to fit some angst into their feature ("How's your aunt with the rare but nonetheless lingering heart condition?"). The dinosaur knocked Milk into Pop Tart's Choclit Shop, where she was horrified to find a group of "remarkably clean-cut" teenagers eating unwholesome food. She attempted to confront the teens on the importance of a healthy diet in one's younger years, but the red-headed boy who led the teens revealed he was actually an old man, and had been "America's typical teenager" for 50 years, and no longer had his original hair or teeth. Milk apologized and left.

Meanwhile, Coookies defeated the dinosaur by challenging it to a game of chess. The dinosaur asked for "best two out of three."

(What The--?!#15/Swimsuit Pin-ups) - While chilling on a roof Milk read a book and released a static milk blast from her legs Cookies could surf on with a giant cookie board.

(What The--?!#16/2) - Cookies, revealed as a follower of Judaism, stood outside of the house of a family celebrating Chanuka. He recalled his own family, including his brother (who was not, repeat, not named Mikey). Having asked directions from Scaredevil, Cookies realized he had come to the wrong house. A rabbit next to him advised him about Albuquerque.

An unknown figure began disrupting the holiday. Though Milk suspected the involvement of the Red Skulker or Saddam Hussein, it in fact turned out to be a bitter Jewish young male named Myron.

(What The--?!#20/2) - Milk & Cookies bought some icecream after which they were attacked by Negative Forbush Man, who used the Infinity Wart to create physical version of Milk & Cookies' dark sides to fight them--Bread & Water. Milk & Cookies defeated their evil counterparts and were then blasted by Negative Forbush Man with alternate covers and trading cards. Negative Forbush Man then trapped them in an undersized panel, but Milk & Cookies escaped the panel and became witnesses to the merging of their reality and Earth-8311 (Negative Forbush Man was responsible for merging these realities using the Infinity Wart) where they encountered Spider-Ham.

(What The--?!#20/3) - Milk & Cookies got into a fight with Spider-Ham, who, after a short discussion, realized Milk & Cookies couldn't be villains. Negative Forbush Man then created Prok Grind, an evil version of Spider-Ham, to fight the heroes. Milk & Cookies were outmatched by Pork Grind because they didn't know how to fight like a toon, but Spider-Ham defeated him nonetheless. Though Negative Forbush Man was displeased because Spider-Ham had beaten Pork Grind he was still able to watch the heroes with his camera...until Wolverina from Earth-89923 appeared and destroyed it.

(What The--?!#20/4) - Milk & Cookies, Wolverina and Spider-Ham made their way to Negative Forbush Man's hideout and after an ambush, which got nearly ruined by Milk revealing it, freed Forbush Man and together they fought Negative Forbush Man to stop him from merging their three worlds into one. They succeeded when Wolverina lanced the Infinity Wart. Without the wart empowering him Negative Forbush Man vanished. After the victory Spider-Ham suggested to form a team with the others, but they preferred to all just go their own way.

(What The-?!#26/7) - Milk & Cookies fought the world-eating Galacticus in Earth's orbit. Cookies' attempts to stop Galacticus with violence failed, but Milk succeeded to convince Galacticus not to eat Earth when she read him Earth's ingredients, including smog, non recyclable plastics, toxic waste, oil slicks, chemical spillage, background radiation and a low ozone count.

Comments: Created by Sholly Fisch and Rurik Tyler.

Col. Gate? Get it? Colgate? Huh? Huh?!?!?

The pin-up in What The--?!#7 read "Coming NEVER from Marvel Comics!" Considering they kept turning up in What The--?!, that wasn't quite true, was it?

Sholly Fisch had this to say:
When I came up with the idea for Milk & Cookies, it was intended to be a one-shot, one-page gag based on the then-recent trend of characters like Cloak & Dagger, Hammer & Anvil, etc. It never occurred to me for an instant that anyone would pay me to do stories about them. Hence the "Coming Never" caption in the original gag.

   So imagine my surprise when, a while later, What The--?!-editor Terry Fitzpatrick told me that Rurik Tyler (the artist who drew the gag page) had approached him about doing a series of stories about Milk & Cookies. But Terry felt that, since I had come up with the concept, I really should get first crack at it. Still kind of baffled but grateful, I suggested to Terry that I could give Rurik a call, and we could work out something that we could do together. Terry liked the idea, and said that if we worked something out, we could make Milk & Cookies a recurring part of What The--?!, alternating between full, 6-8 page stories and two-page gag/mini-stories. (For that reason, I wrote a caption for the splash of the first story: "Because Rurik Tyler demanded it!" -- but it got edited to the much less in-jokey "Because your dentist demanded it!" when the story saw print.) In the end, M&C appeared in about a half-dozen stories. And the rest is long-forgotten history...

Profile by Madison Carter, Prime Eternal, Doc Savage & Markus Raymond.


No known connection to


Cookies is a grim and gritty character,  and the partner of Milk.  He drove around with her stopping crimes and saving the world.  He has an aunt with a rare but lingering heart condition. He has a cookie-like exterior shell, and is exceptionally strong. His belt of fig newtons can be loaded into a special machine gun for combat.

--What The--?!#10/2 (What The--?!#10/2, 14/3, 15/pin-up, 16/2, 20/2-20/4, 26/7


Milk is a 16-year-old girl who didn't know how she acquired her powers, which included flying and emitting blasts of a milk-like substance from her hands as concussive force. She takes a healthy diet very seriously. She had a crush on the Human Scorch, and helped him and Cookies stop Col. Gate and S'aanta. Afterward she continued to stop crime and save the world alongside Cookies.

--What The--?!#10/2 (What The--?!#10/2, 14/3, 15/pin-up, 16/2, 20/2-20/4, 26/7


Upset over Milk and Cookies ruining his previous plans, the criminal mastermind known as Col. Gate set a trap for them by robbing a bakery and leaving his address behind.  When the heroes arrived,  Gate unleashed S'aanta, but the robot was quickly defeated.  Right before Cookies killed the villain, Milk talked her partner out of it.  He tried to escape, but was rounded up by the Human Scorch.

--What The--?!#10/2


Col. Gate unleashed this robot on the unsuspecting heroes, until they realized that the "Night Before Christmas" strategy would work on it. With Milk blasting its eye with milk, causing it to wink, Cookies made it touch its own nose, causing it to shoot into outer space, where it exploded.

--What The--?!#10/2


What The--?!#10, story 2, page 9, panel 1 (main image &Cookies)
                                            page 11 panel 5 (Milk)
                                            page 10, panel 3 (Col. Gate)
                                            page 13, panel 1 (S'aanta)

What The--?!#14 (September, 1991) - Sholly Fisch (writer), Rurik Tyler (artist), Renee Witterstaetter (editor)
What The--?!#15 (November, 1991) - Rurik Tyler (artist)
What The--?!#16 (January, 1992) - Sholly Fisch (writer), Rurik Tyler (artist), Renee Witterstaetter (editor)
What The--?!#20 (August, 1992) - Renee Witterstaetter (editor)
   Story 2: Sholly Fisch (writer), Rurik Tyler (artist)
   Story 3: Barry Dutter (writer), John Costanza (pencils), George Wildman (inks)
   Story 4: Scott Lobdell (writer), Dennis Jensen (pencils), Barbara Kaalberg (inks)
What The--?!#26/7 (Winter 1993) - Sholly Fisch (writer), Rurik Tyler (artist), Reneé Witterstaetter (editor)

Last updated: 04/25/15

Any Additions/Corrections? please let me know.

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