Having recovered from being knocked out by Titannus, the Hulk has now transformed back into Bruce Banner, and he steps in to rescue a family from being killed by one of Titannus’ blasts. Seeing the Japanese military arrive, he knows they will help control the crowd, but somehow, despite his racing heart, Banner remains. He can’t believe that he actually wants his alter ego to take over for once.
A soldier tells him he is in immediate danger, but Banner manages to persuade him that they should follow him. He asks them to get the innocents away from there, and the soldier complies. Banner sees a child with her guardian standing in the rubble. As he tells them it’s not safe for them to be there, Titannus blasts the area, killing them instantly. This somehow acts as a catalyst for the Hulk to finally take over from Banner, and he’s mad. He charges Titannus in his fury, and has him on the ropes as the others look on.
Nova takes to the air to help the Hulk out, but Dr. Strange calls him back. He has other ideas. He takes Nova to the mountains to search for Titannus’ craft, and asks the assembled heroes to keep Titannus occupied so he doesn’t notice he’s fighting two fewer heroes. He figures their speed will allow them to find the craft quickly.
As Spider-Man, She-Hulk and Ms. Marvel discuss a plan of action, Wolverine jumps the gun and decides to attack anyway. He snikts his claws and heads towards he melee, only to find the Hulk flying in the opposite direction after Titannus finally gets the better of him. Wolverine faces the monster regardless, but finds himself crushed into the ground and electrocuted as a result. He tries to get back up, but falls unconscious.
Titannus prepares to deliver a killing blow, but fortunately, Spider-Man webs up his feet and She-Hulk smashes him in the face, causing him to topple over. She then follows up with another punch to the face, but finds Titannus is made of sterner stuff. He grabs her arm, twisting it until it breaks.
Titannus asks confidently who is left to face him. Spider-Man steps up to face the challenge. He tells Titannus he may not be much to look at, but he’s quick and can shoot lasers out of his eyes. He knows his bluff won’t work, but what the heck. Titannus laughs at Spidey. He’s been watching them for months and he knows Spidey has no such power. He asks Spidey to give him his best shot, so he fires some webbing into the Skrulls' eyes, just to slow him down for a few seconds.
Titannus says that Spidey knows his power, yet he still wishes to instigate him? He truly is the fool he has witnessed him to be. Spidey replies that flattery will give him a free shot. He won’t even move. Titannus is impressed with his bravery but, as he swings, Spidey leaps backwards and Titannus finds a large rock coming towards him, courtesy of Spidey webbing it to his hand when he wasn’t looking. He’d webbed them both up, as he didn’t know which hand he’d swing with. Titannus isn’t injured by the rock, and he returns it to Spidey with force. Ms. Marvel moves in to aid Spider-Man, but she is hit with the other rock, putting her out of action too.
Titannus returns his attentions to She-Hulk. She complains that he broke her arm, but Titannus simply prepares to finish the job. However, before he can do so, he is warned by Dr. Strange not to take one more step. The big guy turns to see Strange and Nova descending towards him, carrying Princess Amissa. He orders them to return her to her stasis pod, lest she die. Strange replies that he’s examined her and he detects no such illness. In fact, she tells a far different tale from the one he told.
Titannus tries to act nonchalant, and he asks Amissa what Strange is talking about. Amissa tells him he has gone mad. He calls his abduction of her an act of love. Has he lost his mind? It’s clear to her that Titannus has no concept of reality. A tear wells up in Titannus’ eye. “No,” he whispers as his world begins to fall apart. Amissa tells him that he says he escaped her father, and that he poisoned her, but he was a good man; twice the man Titannus is. She never loved him.
Titannus drops to his knees, as the words hit him like daggers. He asks why she is saying this. If she is not sick then they can finally be together. Why would she deny herself that? he asks. All he’s ever wanted is for them to be together. “You are insane,” she replies, “I never loved you!!” Titannus can’t handle this news, and without Amissa’s love, he sees no reason to live. He presses his powerful hands against the side of his head and crushes his own skull.
A recovering Spider-Man sees his body on the floor and asks who did that to him. Nova is shocked, and informs him that Titannus did it to himself. Amissa takes consolation in Dr. Strange’s arms, as he asks her to calm herself. It’s all over.
Carol Danvers, Wolverine and She-Hulk are relieved it’s all over, but Jennifer wants a doctor to look at her arm. Dr. Bruce Banner then appears, apologizing for not getting there sooner. Very funny, replies Jennifer. Strange announces that there is nothing more his assembled heroes can do. He will remain to assist with the reconstruction and search for survivors. He will transport the rest of them to a proper medical facility. He also arranges for Amissa’s return to her home planet. As Nova chats with Spidey, Peter Parker repeats the name Titannus to himself, and wonders where he’s heard the name before.
Aboard a S.H.I.E.L.D helicarrier, Nick Fury tells Amissa that her ride should be there any minute. He only wishes her stay on Earth could have been more pleasant. Amissa tells him she doesn’t blame him or his company. The news of Titannus’ death will bring joy to her people. Suddenly, Quasar appears and informs Amissa that he will take her back to the Trellion homeworld. He holds her around the waist and they head off into space.
Nick Fury wanders through the helicarrier with Wolverine and Spider-Man. He congratulates them on doing a good job with what was deemed a major threat. He doesn’t mind allowing them one favor for that. He opens a sealed door and allows them inside. Peter asks the guy inside for some answers. Before he came to this universe, when they fought him, he said something about a “Titannus War.” Spidey asks what exactly that was. The Tony Stark from an alternate dimension realizes Titannus has probably shown his face, in which case he’ll answer any questions he is asked. He has nothing to hide.
In space, as Quasar and Amissa pass through a small asteroid belt, she suddenly punches him in the face and flies away under her own steam, leaving Quasar to wonder what on Earth that was all about.
Back on Earth, Stark has informed them that he is from a universe where the Avengers never disbanded. As a result, everything went to crap. Stark determines that the Avengers disbanding is probably the divergent event. He tells them that the Vision had detected Titannus’ ship in the mountains of Japan and they went to investigate. After the obligatory misunderstanding, they came to their senses and listened to his story. He thinks it was Cap who was moved the most. A sick lover, a tyrannical father… he had done nothing wrong on this world. They had no reason to think Titannus was lying.
He continues to explain that he hadn’t, really. As soon as they arrived in the Trellion system, Titannus turned on them. He was vicious, killing Janet instantly. They thought he killed Hank too. Then, Amissa emerged from her stasis pod and revealed that her father had brainwashed Titannus and used him to lure the Avengers there. The legends of Earth’s super heroes stretch to the farthest reaches of space. Spidey can’t believe she was right there and they let her go. Wolverine hopes Quasar will be okay.
Stark continues his story. He believes that if they sent him to the Trellions alone, then he’s as good as dead. It took the reserve Avengers years to find and rescue them. It took another five years to beat the Trellions bad enough that they would stop coming after them. He asks if it’s started here yet. “Are they gone? Who has Titannus killed?” Wolverine replies that he’s killed nobody. Things went differently here. There was no trip into space, and Titannus was defeated before they even left for the planet.
Stark is surprised. Titannus is indestructible. He was the Trellions’ greatest weapon. They had programmed so much affection into him for Princess Amissa that he would do anything she asked. Spidey figures that was the problem. When Amissa awoke to find herself still on Earth and the mission was a failure, she broke Titannus’ heart, forcing him to kill himself. Stark doesn’t understand how he could have even done that from what he’s seen in battle. Can things be so different in this dimension?
A young scientist joins his colleague who has the dead body of Titannus strapped to a large machine. He explains that Dr. Strange has almost completely reconstructed an entire block of the city. At this rate, it will take less than a month to rebuild with his and the Americans’ help. His colleague is pleased. It means they can leave the bunker they’re in and return to their lab sooner than expected.
Any progress with the subject? asks the younger man. Strangely, there is. His colleague noticed, while taking some samples, that there were some signs of cellular regeneration. It appears that this head is growing back…