The mighty Thor is visiting a sculpture gallery, where a collection of heroes has been sculpted for a proposed ‘Hall of Heroes’ exhibit at an upcoming fair. Thor eyes his statue and is impressed. It shows him looking dynamic and he tells the organizer that he shall always strive to be worthy of so great an honor.
The organizer takes him through the hall and shows off the display of other great heroes, all based upon some of the most dramatic adventurers today. To Thor’s right are the Fantastic Four and to his left are his fellow Avengers. Daredevil and the X-Men are also to be included in the exhibition. Thor informs him that he has chosen well, and the organizer hopes that Thor will be able to attend the opening ceremonies when the pavilion is complete. Thor promises to try his best and departs.
Moments later, Thor has taken to the skies, led by his magic hammer, Mjolnir. He heads for the offices of Dr. Donald Blake, as he has other duties to perform this day. Everything looks peaceful below and he hopes it remains thus. However, all is not what it seems. Under the water in New York’s unsuspecting harbor, a small submersible approaches, with what appears to be a dead tree on top to disguise it. Aboard the submersible is Magneto, along with his Brotherhood of Evil Mutants. Magneto brings the craft to a halt, as the mental emanations he is receiving are strong there. He has long suspected the X-Men were based somewhere in this metropolis, and now he is certain.
Suddenly, Toad bounces into the room, pursued by a large green sea monster. Magneto simply walks through the monster and into the next room. “Witless fool,” he tells the Toad, “It’s merely one of Mastermind’s illusions.” Toad swears that one of these days, Mastermind will pay for that. Magneto asks Mastermind if he has nothing better to spend his time with than tormenting the dim-witted Toad. Mastermind asks for forgiveness, but it gets so boring cooped up in there day after day.
Quicksilver and his sister, the Scarlet Witch, also enter, and Magneto informs them that their days of boredom have come to an end. He has a task for them. According to his calculations, the X-Men are hidden somewhere within a fifty mile area. Their orders are to find them. He will remain aboard the submersible to plan their strategy for when their enemies have been tracked down.
Soon, the four mutants board a much smaller submersible. Wanda is happy to be leaving Magneto’s company for a while, but she wishes that Mastermind and the Toad weren’t also coming along. Mastermind says she’ll regret those words, but Quicksilver warns him that no harm shall come to his sister while he lives. Magneto orders them to leave and watches them through a porthole, heading for the mainland.
Magneto knows they despise him. It is only his power; his will that keeps them working as a team. He asks not for friendship, or love. All he demands is obedience. He seats himself within a machine, shaped like a traditional, though human-sized magnet, with which he wishes to test his matchless magnetic powers; the powers that will someday make him ruler of all the inferior Homo sapiens.
Meanwhile, Thor reaches his destination and hits the floor with Mjolnir. It reverts to being a simple walking stick, and Thor becomes Dr. Donald Blake. A few short moments later, Blake is dressed in his whites and treating a patient, assisted by the lovely Nurse Jane Foster. As he treats a sprained arm, the whole practice becomes magnetized and medical equipment dangerously begins to fly through the office. Blake pops his head out the window and sees other objects, such as trashcans and fences, all moved by some strange unseen force.
Jane Foster doesn’t understand what all this means and neither does Blake, but he knows this supernatural force can only be created by something evil. The event lasts only a few seconds but, in this time, cars and bikes, lampposts and other assorted metallic items are thrown about carelessly. The phenomenon ends as abruptly as it began, and everything returns to normal. Most people will believe it was some kind of mass delusion; Nurse Foster and Tommy, the patient, are amongst those people. Blake feels that it’s lucky that the human brain always finds excuses for inexplicable events.
Tommy is Dr. Blake’s last patient and Blake informs Nurse Foster that, if any other patients arrive, she can refer them to Dr. Carlson. He has to leave now. She is surprised and reminds him that they have a dinner date tonight. Blake had forgotten, but he has to investigate what just happened. He helps Jane on with her coat, but apologizes, saying these events have left him a little unnerved. They can have dinner tomorrow, instead. Feeling a little put out, Nurse Foster agrees but sarcastically adds that he wouldn’t want to inconvenience himself.
A few moments later and Blake is once again the mighty Thor, flying over New York City with the help of Mjolnir. He is annoyed that Jane will be disappointed in him and wishes he were free to tell her the truth about his dual identity. He prays that Odin may one day give him that right. As he flies around, Mjolnir picks up what he seeks; a flow of magnetic force, which attracts the enchanted Uru metal of his hammer. He is drawn to the floating tree in the harbor, but knows there must be more to this than meets the eye.
Thor lands atop one of the sturdy branches and discovers a concealed periscope. He needs answers and so he enters through a hatch. Inside, he uses his enchanted hammer like a battering ram, soon reaching the room where Magneto resides. “Who dares?” he asks, shocked. Thor replies that he does. They introduce themselves and Magneto uses his prodigious power to raise the large metal door, which Thor smashed and puts it back where it came from.
Thor asks if he seeks to impress him with such an exhibition. His own power is beyond human comprehension. Magneto raises a hand and says there is no need for battle. Only another mutant could have found him; and that means they should be allies. Thor asks him to explain himself.
Magneto shows him around the submersible. They step into a chamber, which is filled with treasures. He tells Thor that he can obtain the wealth of nations with no more effort than lifting a finger. Thor asks what such irrelevancies have to do with him. Magneto pours a drink, seeing that Thor isn’t easily impressed. He asks Thor to join his brotherhood; pledge his allegiance to him and he will allow Thor to share his triumph when he conquers the human race. Thor knocks the drink from his hand. “Arrogant villain!” he cries, “Thor is no evil mutant. I am the son of Odin, sworn protector of the human race!” Magneto replies, “So be it fool. I offered you greatness, but you chose defeat.”
Before the angry thunder god can move, Magneto draws the steel flooring up around him, encasing him in a metal cocoon. He warns Thor that those who don’t swear allegiance to him must be destroyed. Thor easily destroys the cocoon, using Mjolnir, and hurls the hammer at his opponent, who pins himself to the wall to avoid being crushed. He watches the mysterious hammer turn in mid flight and double back on itself. Magneto raises his hands and projects a magnetic wall in order to stop the hammer. Thor then makes his first mistake.
Forgetting the hammer, he lunges at Magneto and grabs his forearm with his vice-like grip. Magneto uses his power to throw Thor away down a corridor and then flicks a switch, which causes the steel walls either side of Thor to close in on him. As the walls come together, they buckle, unable to crush someone as powerful as Thor. Magneto wonders what kind of man he is; a man that can tear steel walls like they were made of paper.
Thor emerges from between the walls and heads towards Magneto. He closes another steel door behind him, leaving Thor to warn him that no matter how many walls he puts between them he cannot escape. But, sixty seconds after losing Mjolnir, he realizes his grave mistake, as he reverts to the mortal form of Dr. Donald Blake. He knows he’s been unpardonably careless. What chance does he have now against Magneto? He looks around the room but finds nowhere to run or hide. How can he get his hammer when it is on the other side of this steel wall?
Magneto listens and wonders if Thor is trying to trick him and prepare a trap. He figures Thor is waiting for him to open the door, so he won’t be doing that. He turns and finds the walking stick, wondering where on Earth it came from. He tosses it away and opts to attack Thor magnetically through the wall. He pushes his magnetic waves into the wall and the rivets holding it together on the other side shoot out towards Dr. Blake. He hits the floor for cover and then twists as a heavy grill falls from the ceiling. He has only one chance.
Blake ducks into the gap between the crumpled steel walls. Magneto, feeling the rivets must have silenced his foe, opens the door and enters but finds no one there. He figures Thor cannot hide from him and so he returns to a large control panel, where he can follow his progress using schematic radar. He sees Thor’s blip on screen and can now attack him remotely.
Dr. Blake first encounters an energy wall and then just manages to avoid a deadly robotic arm that sweeps at him from the ceiling. His jacket is ripped apart but his body is untouched. He struggles for energy and knows he must retrieve his cane if he is to survive. He crawls across the floor, as numerous jackhammers punch the ground, narrowly missing him. One hit could be fatal.
Just as Magneto prepares for the final onslaught, his television alarm summons him. He switches on the screen and sees a worried-looking Mastermind, along with Quicksilver and the Scarlet Witch. Mastermind has found the X-Men. Magneto asks why he bothered calling; they should return to base and give him the information then. Mastermind replies that they’re in a jam, because the X-Men have found them too. They’re hot on their trail. Toad chastises him for telling their master, feeling they will be punished.
As Magneto also chastises Mastermind, an optic blast from Cyclops separates the group, and Mastermind begs Magneto for help. Quicksilver informs him that the X-Men are less than half a mile away. Magneto tells Mastermind to stop sniveling and give him their exact location. The whimpering Mastermind replies that they are near the 12th Street docks, at the southeast corner. He must come soon. Magneto turns from his screen, as he hears a sound behind him. He orders Mastermind to wait for him there and to hold the X-Men at bay until he arrives.
He walks down a corridor and sees Thor’s hand picking up the walking stick. He wonders what Thor wants with a mere walking stick but, a split-second later, a blinding flash of light emanates from around the corner and Magneto gets his answer. Thor strikes at him with Mjolnir and Magneto quickly erects a magnetic force field. He cannot believe how powerful the blows are and feels that he cannot withstand such punishment for much longer. Thor raises his mallet above him and informs Magneto that he doesn’t have to waste time hammering at his defenses. His hammer then draws his magnetic field from him, leaving Magneto exposed and unprotected.
He reaches down and picks up Magneto, raising him above his head. “What say you now, Magneto? Where are the boastful words of the mutant who plans to conquer the human race?” He throws Magneto to the ground, telling him that, throughout history, there have been many who felt they were superior to mankind, but always they were destroyed, while humanity endures. Magneto is beaten but he reaches up and grabs a handle to his side. He pulls it, and drops through a trap door beneath him.
Down below, Magneto knows that Thor doesn’t suspect his real motive. He’s trying to pry the door open, as Magneto hoped he would. He’ll be down in a moment but, in place of Magneto, he will find a thermo-nuclear proton bomb awaiting him. Magneto readies the weapon and prepares to evacuate. Unfortunately for him, the bomb is suddenly encased in ice. It can only mean one thing: the X-Men have found him and are now on his trail.
Iceman, the Angel and Beast are in hot pursuit, as Magneto heads for his magni-sub. He manages to climb inside and exit the submersible, watched by Thor through the porthole that Magneto earlier watched his brotherhood depart. Thor doesn’t only see Magneto’s one-man craft, but also a second craft pursuing him with an X on the side. He turns and smashes the floor behind him, discovering the frozen bomb. He isn’t fully certain what has transpired below, but he exits the submersible and swings Mjolnir above his head, before bringing it down on the abandoned craft. It explodes, and Thor flies off. He suspects that it was not from him that Magneto fled and, maybe some day, he will learn the truth.
Some time later, Magneto’s craft sits silently in the murky darkness of the deep, protected from detection by a thick invisible coating of magnetic force. He is safe there, but long minutes later he ponders how they outsmarted him. They must have traced him through Mastermind’s radio beam. Nevertheless, it has availed them nothing. He shall rejoin his brotherhood and, sooner or later, ultimate victory will be his. It cannot be otherwise, he tells himself; he was born to rule mankind.
A short time later, Dr. Donald Blake knocks on the door of Nurse Jane Foster. She is lying on the bed, reading a book and munching on an apple. Sarcastically, she tells him how heroic he is to venture outdoors on such a windy night. Donald sits beside her and takes her hand. He asks her if anyone ever told her that sarcasm doesn’t become her. Lips like her were meant only to whisper sweet nothings. Jane replies that if he thinks he can break a date with her and make up for it with sweet talk - he’s absolutely right.
She stands and asks him to look at himself. He’s thin as a rail and bets he hasn’t even eaten today. Blake explains he was rather busy. She provides him with a cheese and ham sandwich, and pours him a glass of milk. As they head off into the night for a walk, she wonders if he will ever say the words she is longing to hear. She knows he needs her. He’s so dear, so trusting, so like a helpless little boy. It’s doubtful Magneto would agree with her, but then he did see him in a slightly different aspect.