On Battleworld, the heroes stand in awe as Galactus has summoned the solar-system-sized space station he calls home. The inhabitants of the alien village panic and Johnny Storm comforts the beautiful woman healer. They repair to her home where she releases a fragrant vapor into the air: immediately they can read one another’s minds; she learns the details of the Beyonder’s challenge and their presence on this artificial world, and he learns her name is Zsaji. They fall in love….
At Magneto’s lair, Colossus is pining for Kitty when he and all the X-Men are summoned telepathically by Professor X. When they assemble, Magneto outlines a plan to move against Galactus. The mutant heroes are reluctant to obey until the Professor orders them to….
At Doombase, the mild-mannered ex-villain Molecule Man and Marsha (Volcana) Rosenberg have found romance. Some of the other villains mock the wimpy former baddie but when Molecule Man challenges them, only Piledriver steps forward. Molecule Man changes his foe’s costume to a hard metallic substance trapping him, then he summons a flying chariot and takes his leave with Volcana. Then the villains see the arrival of Galactus’ craft. Elsewhere Doctor Doom is contemplating the same spectacle when the Enchantress, fearing death, offers the dictator many enticements to work with her to find a means of escape. Doom, not trusting the immortal seductress, rebuffs her and sends her away….
Elsewhere both Mr. Fantastic and Magneto try to communicate with Galactus but the god-like being merely brushes them off. He releases a huge fighting robot to deal with the annoying heroes, and it takes them quite a lot of effort and teamwork to neutralize the massive threat. The villains seize this opportunity to attack the distracted heroes and things look bleak for them until the sudden arrival of the X-Men coming to the rescue. After the villains are driven off by the mutant heroes’ attacks, the X-Men are also ordered to leave thought the wounded Colossus has been left behind (since his injuries made it dangerous to move him). Zsaji heals them all with her magic touch and now Colossus is falling for her. Meanwhile, Galactus is assembling a massive piece of technology and Reed fears it will be used to devour the planet’s energy, destroying them all, and allowing Galactus to win the Beyonder’s game….
On Galactus’ space station, Doctor Doom, who transported himself there during the distraction of the battle, tours the structure, seeking a way to claim Galactus’ power for his own, then that of the Beyonder….