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Madam Macabre is a mysterious female with the ability to manipulate the size of certain objects fashioned by her lackey Gogo. Madam Macabre grew up as a peasant in China when she was saved from instant death by the Mandarin. The Mandarin noticed the child carrying an abacus and agreed to educate her. He sent her to a lamasery for years where she studied ancient arts and skills unknown to the western world. She wanted to honor her benefactor and prove her worthiness. The most important thing she learned was the power of shrinking certain objects and making them grow. However she wanted power over living things and wanted the same power as the world-famous Giant Man.  
Madam Macabre approached Giant Man at his lab and told him they would be invincible if they joined forces. Giant Man refused her offer of partnership so Madam Macabre warned him that they would be enemies. She told the Avenger that no one would stop her future plans and she would defeat him with the aid of her little toys. Madam Macabre left his lab and set plans with her lackeys to take down Giant Man. She had her men kidnap the Wasp and use her as bait for Giant Man. The Avenger saved her wife and saw Macabre's lackeys stealing art treasures from an exhibit. Macabre's lackeys were using one of Gogo's false walls to hide their operation so Giant Man shrank down and entered the false room to apprehend the criminals. The lackeys escaped when the entire room began to shrink and Hank Pym was trapped inside. Pym was unable to shatter the walls because it was reinforced by plasticized steel. The Wasp managed to save her husband when she pulled the wig off Madam Macabre's head. The wig was wired with miniaturized electronic circuits and that's how Macabre was able to change the size of metal. The Wasp freed her husband and the two Avengers apprehended Madam Macabre.  
Madam Macabre was able to shrink and increase the size of certain toys manufactured by her lackey Gogo. These toys or objects were made of reinforced plasticized steel and was very strong and durable.  

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