Some Ultroids have found the collapsed bodies of Captain America and the Black Widow. Ixar’s assistant arrives and orders the Ultroids to place them in the transferal capsules along, with their teammates. Recognizing IXAR’s words coming through his female android assistant, the Ultroids obey, knowing that, soon, the power of the Avengers will float trough their bodies!
After doing that, the female assistant orders the many Ultroids to carry the captured heroes to the Ability-Assimilator, where the transfer shall take place. As he gets carried away, Goliath doesn’t know what’s worse: a flying saucer with androids as residents, or the fact that the villains are actually going to pull their scheme off! And what’s worst, none of the Avengers seem to be able to move any muscles in their bodies, only the fact that they can still speak remains.
One of the Ultroids isn’t certain what good the power of the Avengers will be good for, as they managed to defeat them. Another defends that they only defeated the heroes because they got them separated and overpowered, but once they fight united their strength will be enormous.
Moments later, the Avengers are all placed in front of the Assimilator, and soon it begins draining their powers. One Ultroid still carries the body of the unconscious Black Widow. He realizes that she isn’t an Avenger, but still has great power, which might come in handy for them. Ultrana does not care and orders to transport the Widow’s body to Sector Five, where they can dispose of her later. The Ultroid does as told.
Cap warns that the Ultroids aren’t the first to capture the Avengers, and swears that they will find a way to escape. Ultrana isn’t impressed, confident that their plan will succeed and that soon IXAR can continue his struggle for supremacy over the entire galaxy! Hawkeye thinks he might have guessed the plan: there is always someone trying to conquer the universe these days. Pietro knows that if he could use his speed powers he could set everyone free, but unfortunately, he can’t do that.
Ultrana mentions that IXAR has carefully thought about that possibility, so that’s why they are each trapped individually. And, thanks to the information he gained from reading the Scarlet Witch’s mind, each tube they are in is especially created, so their powers can’t do any harm. Hank confirms: the more he tries to enlarge his size, the more the capsule seems to confine him. Janet fears that they’ll be doomed, as will be the Earth! Ultrana claims that the Avengers can’t even begin to understand IXAR’s plan, and that the planet Earth is a mere pawn in which he spans the cosmos itself.
Hawkeye tries to buy some time and asks Ultrana to reveal where IXAR came from. And he doesn’t want to hear Stork brought him. Since it will be the Avengers’ final wish, Ultrana will grant it to them. She starts beginning the story.
The being called IXAR was once a human, much like the Avengers are. But he was of a much more intelligent race. To tell how IXAR came to exist in the machine-line form the heroes have encountered earlier would be to tell the story of a war that has been going on even before the Earth was young! For millennia, a thermonuclear war of cosmic proportions waged between the ancestors of IXAR and the residents of a nearby star system. Finally, both worlds used up their enormous supplies of fissionable material. And they were reduced to carrying on the deadly power with more basic weapons. And finally, except for the two leaders, all humans on both worlds had perished. For only an artificial being could hope to survive such prolonged, pitched battle. Thus, it became Ultroid against Android.
It was a long battle, with IXAR’s troop continuing to fight for his honor. And then, a short time ago, came the climatic battle as the Androids penetrated IXAR’s palace and were driven out only after inflicting a heavy toll. While awaiting his fate, a dying IXAR, at the time looking more human than currently, told his guardsmen a ancient legend. In those days, IXAR’s ancestors constructed a machine, a mammoth computer into which a man’s vital energies (yes, his very life itself!) could be channeled through. In doing so, IXAR would become immortal.
His guards realized, if that were so, they could continue the war instead of giving up now, so they obeyed and placed IXAR inside the computer. They departed in their flying saucer before the Androids found IXAR. During the trip, IXAR got the idea to involve more super-powered individuals into his army and, through a search, came across planet Earth, where such people were living. Upon landing, their sensors picked up Quicksilver’s energy trail and they decided to kidnap him and his other teammates in the Avengers.
Hank sarcastically thanks Ultrana for the lovely story, and suggests that they are left out of the tubes so they can at least die in peace. But Ultrana won’t let them. Hank came up with a final plan, which will work but only if the Ultroids are gone.
Suddenly, a voice over intercom warns they are going to lift off back into outer space, and a few seconds later they depart. Hank notices, but doesn’t dare speak out to the others in fear of his plan getting discovered. But, if it’s true what Hank thinks and the tube hasn’t drained as much energy from him as he thinks it hasn’t, he can still concentrate which will be their trump card.
Once the guards turn their backs, Goliath recalls that Ultrana informed them that the tubes were based on info they got from Pietro and Wanda’s minds, but the twins didn’t know that Hank recently got his size-changing powers back. Waiting for the guard to turn his back, Hank shrinks to pink size and manages to slip through a small opening from the locks of his cell. He transforms back into giant-size and easily knocks the guard out with one single blow. He is big enough to lift up Cap’s cell, and free the legendary hero. While Cap grabs his shield up and fights the reinforcements, Hank continues to rescue the other Avengers, who once free help win the battle. Quicksilver and Wanda also help out, and it feels good for them to finally be in combat again.
Once most troops are defeated, an angry Ultrana shows up again with even more Ultroids. But, seeing how easily their comrades were defeated, Ultrana admits her defeat and she and the Ultroids throw down their weapons. While everyone happily reunites with Pietro and Wanda, who are also glad to be back, Hawkeye worries about Natasha’s safety and gets Cap’s permission to go after her. Wanda remembers the Burgomeister of their village, who also became a prisoner of IXAR when they were apprehended. Cap is glad that at least not everything Wanda’s imposter said was a lie. IXAR overhears the conversation and thinks that the Avengers don’t have enough power to rescue his prisoner.
Not impressed, the Avengers continue their search for the Burgomeister, and find him chained onto an electric chair. IXAR threats that if the Avengers dare touch him, the man will be electrocuted. The Burgomeister apologizes for the disadvantage he gives them, but IXAR kidnapped him and he served as the original source of information before Pietro and Wanda. The Burgomeister warns that the Avengers shouldn’t give into IXAR, no matter what will happen to him, but Cap and the others agree that they have to live by the Avengers code, and that no innocent citizen shall be harmed. So it shall be a stalemate!
IXAR laughs at that statement, claiming he was merely toying with the heroes. Suddenly, Wanda notices the Ultroids standing behind them, which start to glow! And even more, they start fading away. IXAR laughs that it’s true, and that the vital energies of the Ultroids shall be drained by none other than him. Cap recognizes that IXAR is using a vibration of the ability-assimilator of his own creations.
On that very moment, a bright light is shown and the entire saucer starts to shake. A second later, a giant colossus stands in front of them! Thanks to the absorption of the Ultroid’s power, IXAR was able to transform the Ultroids into the colossus. He is ready for an onslaught, and Cap warns his friends that they have to keep fighting no matter what, or else it will mean the end of them all!
Pietro initiates Plan D, and starts running few circles around the colossus in the hope to bring him out of balance. Pietro thinks that now with his great speed having returned, nothing can defeat him and tries to tackle the colossus. Nonetheless, the colossus spots an opening and blasts Pietro with an electrical shock, knocking him out. Wanda panics but Janet calms her down, noticing that Pietro’s still moving so he’s alive. Cap explains that’s because IXAR doesn’t want to kill them as he’s still after their powers.
The Avengers bravely continue the battle, but one by one get taken down. Wanda thinks she has the solution, and hits the colossus with her powerful Hex powers. It briefly feels pain, but comes up with a plan. It notices a containment cell lying nearby. It picks it up and throws it over Wanda, trapping her once again! Luckily, the rescue team has finally arrived: Hawkeye managed to find the Black Widow, and they are ready for action. Plus, Clint has done some thinking while getting Natasha back, and he thinks that the Burgomeister and IXAR are one and the same!
IXAR doesn’t know how Hawkeye, who he deemed as the weakest Avengers, figured out the secret, but it’s true. He disposed of the real Burgomeister and took his form to avoid panic among the Balkan people, and easily gain the trust of two Avengers who just happened to be there and easily capture them. Clint thought so, as if he was wrong the tin can would have already blasted him. Clint wants to make a deal: he won’t fire his blast arrow at IXAR if he lets him and the other Avengers escape. IXAR laughs, as Hawkeye almost won his little gambit, but after saying the Avengers name, he unknowingly activated the codeword of the saucer, and they are now flying into outer space! Natasha looks outside a window and notices he is telling the truth.
IXAR claims that the only way for the Avengers to win now is to kill him, but they obviously can’t because they live by a stupid oath. Hawkeye is tampered to break the code, but won’t. Natasha recalls that she isn’t a member of the Avengers and wants to kill IXAR with her widow’s bite, but Hawkeye holds her back. Natasha refuses to listen as she wants to go back to Earth, and with an evil tone in her voice convinces IXAR that he should surrender, or else he’ll die.
He believes the angry words, and sets the course back to Earth, where he drops the Avengers and Natasha back off. The Balkan citizens are surprised to see the space ship again and also want to know what happened to their Burgomeister. Cap, thinking it will be for the best that the people don’t know the truth about the alien, lies that the Burgomeister died a hero. While the Avengers are glad that they are finally back together, IXAR heads back into space, not feeling a grudge for the Avengers, as they seem to be truly heroes as they saved their planet. He swears he’ll find other helpers for his endless war, no matter how long it takes.