A754 is a well-observed cluster of galaxies which exhibits a variety of morphological peculiarities. These include a bar of X-ray emission that is offset significantly from the galaxy distribution, an elongated X-ray surface brightness distribution extending between two distinct peaks in the galaxy distribution, and an extremely non-isothermal and asymmetric intracluster medium (ICM) temperature morphology. Using these observational constraints, we present a numerical Hydro/N-body model of A754 in which two clusters (2.5:1 mass ratio) have merged nearly in the plane of the sky less than 0.5 Gyrs ago with an impact parameter of ~120 kpc, and an impact velocity of ~2500 km/s (roughly the escape velocity of the primary cluster). Our models allow us to identify the origin of A754s peculiar X-ray and temperature morphologies, the underlying hydrodynamical processes that shape them, and their future evolution. We make detailed predictions for future high resolution X-ray spectroscopic observations (e.g. ASTRO-E). We discuss general properties of our models which will be characteristic of off-axis mergers. In particular, we find significant non-thermal pressure support within the central region which could bias cluster mass estimates. We find significant angular momentum imparted on the gas distribution in the cluster. We find that mixing of the subcluster gas components is an inefficient process, particularly at large radii. Finally, we find that subsequent dark matter core passages result in an extended relaxation timescale.