The next contest begins. It’s Deadpool vs. Daredevil. Deadpool jokes at Daredevil, and is not impressed by the blind hero’s fighting skills. Daredevil jumps high up, telling Deadpool that he talks too much, and surprises the merc-with-a-mouth by kicking him in the face. Deadpool loses his balance and falls off the roof they are standing on. Daredevil doesn’t want Deadpool dead, so he offers the mercenary his helping hand. Deadpool is too stubborn to take the offer and would rather die. Daredevil follows Deadpool down, who opens fire. Deadpool drops on a lower roof, with Daredevil following him and dodging all the bullets.
Daredevil lands, and immediately gives Deadpool another kick in the face. Deadpool quickly regroups and escapes and kidnaps a baby, that’s wrapped up in a cabana. Daredevil throws his billy club out and the chord makes Deadpool trip and losing the baby, that falls from the roof. Daredevil quickly jumps off from the roof and manages to catch the baby. He lands in a dumpster, and when Daredevil checks on the baby, he notices that he’s been fooled by Deadpool: Deadpool has given Daredevil a little Deadpool-doll. Suddenly, Deadpool himself stands behind Daredevil, holding his gun against Daredevil’s head. Deadpool wins the contest.
Inside the Acanti, the Wasp tries to escape from several Brood Predators. The Beast shows up to help her out, and with the arriving help from Iron Man, Psylocke and Lockdown, they defeat the Brood. The Wasp even gets her powers back. The Wasp doesn’t understand, because the minute she arrived in this place, she lost her powers. She asks Iron Man for an explanation, who finds it best to wait with that, and first find a way to win the war.
Meanwhile, the Black Widow has defeated the entire X-Force team and impatiently awaits her next adversary, who turns out to be Thor. He is certain of his victory, but the Widow is determined to defeat the Thunder God.
The Black Widow tries out her powerful Widow’s bite attack, but it doesn’t even give Thor a scratch. Thor enlists the help of his hammer Mjolnir, and makes it unleash some powerful lightning bolts to defeat the Widow. Thor wins.
The next round goes between the Thing and Phoenix. The Thing thinks he’s better than Jean, but she doesn’t think so. Jean uses her telepathic powers to create psionic chains to contain the Thing. Jean also makes Ben think that he’s standing in a hard vacuum, and holds him there until he runs out of air. The Thing tries his best to defeat Jean, but eventually has to give up. Jean wins barely.
Meanwhile, the Brood Queen observes the fights with a careful eye. As she witnesses the battle between Captain America and the Black Panther, she explains her plan to the imprisoned Shadowcat. Kitty realizes that the Brood Queen can’t put an embryo in her body as long as she is intangible. But the Queen has a solution for that. There is a contestant, a mutant who can absorb other people’s mind and powers. The door of the Brood Queen’s room opens, and Kitty fears that she knows who the Queen is talking about. Her fellow teammate Rogue enters, with a smile on her face. Kitty tries to warn Rogue, but she doesn’t listen. The Brood Queen makes Rogue see what she loves most: the man called Gambit. As Gambit, the Brood Queen convinces Rogue to help her. The Brood Queen kisses Rogue as Gambit, and she begins to absorb the Queen’s mind.
Rogue stands up and Kitty hopes that Rogue was able to defeat the Brood Queen’s influence. But it couldn’t be: the Brood Queen has fought and won and now has completely taken over Rogue’s will, and has full control over her body!
At the same time, the next match begins. Deadpool has to fight the Hulk. He jokes about it, but finds a harder adversary in the Hulk than he first thought. The Hulk pounds and smashes a few times hard on the ground, with Deadpool trying to avoid the impacts. The Hulk jumps high up and lands on Deadpool’s back, knocking him out.
Meanwhile inside the Acanti, Hercules, Mr. Fantastic and Daredevil have arrived to help Iron Man and his friends out. They scout the area and make it safe from attacking Brood predators, but realize that will only be temporary. Iron Man and Rosetta Stone try to make battle plans. Rosetta shows the heroes a holographic image from the Acanti they are in, and begins to explain to the other heroes what she knows so far.
Rosetta explains that, like Psylocke told them earlier, this “jungle” they are in grows from the carcass of an Acanti, a sentient space creature that the Brood enslave to be their living starships. Rosetta explains the ribs they see on the Acanti. The smaller ribs are a hundred miles high. The spine itself stretches well over a thousand. Rosetta reveals that she and all the other heroes have been scattered over the length and breadth of this cadaver. The purpose, according to Rosetta, is apparently to make it next to impossible for the heroes to band together. That’s why their powers get taken away once having landed inside this Acanti. Now, they are the Brood’s prey. Rosetta continues and says that the probe she and Iron Man have launched will seed the entire jungle with antibody nanites, who in theory shall return the heroes their powers and disable the Brood nanites.
Iron Man says that given the arrival of the heroes in his presence, he believes that the contest is building up to its climax. He thinks that the Brood are behind this. Iron Man believes that the Brood are gathering the best heroes, the ultimate winners of the contest, to serve as hosts for some equally superior Brood embryos, which will obtain the heroes’ powers once they have hatched. Iron Man has also discovered that the Brood are being helped by the Brotherhood of the Badoon, who disguise themselves as hosts during the contest. Iron Man says that the Brood and the Badoon’s mutual goal is revenge on a world that has defeated and humiliated both species several times in the past.
Iron Man reveals that their task is in twofold. They’ll split up into two teams. One team has to protect the other new arriving heroes in this jungle, and the others will have to take on the Brood and the Badoon, and defeat them. Iron Man has thought up an idea on how to do that, and explains it to his fellow heroes.
Meanwhile, Spider-Man battles Domino. Both heroes are good fighters, but Spider-Man wins by trapping Domino in his webbing.
Elsewhere, in a jungle, Captain America and the Black Panther have to fight each other. The Panther tries to sneak up on Cap, but he notices and uses his photonic shield to tackle the Panther. The Panther quickly regroups and fights again, using his various fighting skills to help him out. The Panther thinks that something is wrong and lets Cap win. Cap notices and knocks the Panther against a tree. The Panther drops down, and hereby Cap wins the contest. Cap apologizes, but the Panther tells Cap to use any chance he’ll get to find out what’s really going on here.
The next round goes between two X-Men: Gambit and Wolverine. Gambit remembers the first time he and Wolverine fought each other in the Danger Room, when they first met.
Wolverine isn’t interested in that and quickly attacks Gambit, using his adamantium claws in the hope to do some damage. But Gambit dodges and takes out his bo-staff to strike Wolverine down. Wolverine slams Gambit against a wall and is ready to finish him off.
But then Rogue enters. Wolverine quickly finds out who Rogue truly is thanks to his enhanced smelling sense. Wolverine attacks her, but Gambit doesn’t want his love hurt and attacks Wolverine with several charged-up cards, that are powerful enough to bring Wolverine down.
Hereby the contest is over, and “Rogue” proudly presents her contest winners to the crowd. The winners are the Scarlet Witch, Spider-Man, Phoenix, the Hulk, Thor, Captain America and Gambit. As Rogue continues her speech, none of the heroes notice that there is one contestant still unaccounted for. Hawkeye stands quietly on a balcony, and has an arrow ready. An arrow he aims right at Rogue’s heart!