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Captain America enters Avengers Mansion, to find Nick Fury there. Captain America and Fury then quickly work together to deactivate a trap built into Avengers Mansion, before Fury shows Captain America a tiny model of a human brain. He tells Cap that it was captured by SHIELD from a group only known as Them. He then says that all they know about Them is that they're a group of scientists who are planning to overthrow the government, and that if they can create an artificial brain, they might be able to create artificial people to fight for them. A strange figure then walks into Avengers Mansion, and Fury identifies it as one of Them's artificial men, who is made of various chemicals, and can mix them for different powers.

The artificial man then mixes the chemicals to shoot flames from his hands. Captain America quickly activates one of the Avengers' defences, namely freezing the room just as he and Fury escape. However, it seems to be ineffective against the artificial man, who defrosts himself with more chemicals. The two of them keep trying to defeat the artificial man, but no matter what they do, it seems that he can find some way around it. Fury manages to defeat the artificial man by dropping some SHIELD knockout drops into the artificial man's mouth, which knock him out immediately. As Fury prepares to leave, he says that he had come to Avengers Mansion to see if the Avengers knew anything about Them, but obviously they don't judging by Cap's reaction. Before Fury leaves, Captain America mentions that he had tried for months to contact Fury and see if he could join him, but couldn't get in contact with him, and has been with the Avengers too long now for him to leave them. As he leaves, Fury gives Captain America a small badge with A-1 SHIELD priority.

In the previous issue, Happy Hogan was captured by the Mandarin after donning the Iron Man armour, which he did so that no one would suspect Tony Stark of being Iron Man. The Mandarin thinks that he's the real Iron Man, and so attacks him with his rings, which Happy is helpless against. Meanwhile, back in America, Tony Stark rushes to his factory, as he needs to make another set of armour so that he can save Happy. After hours of working, Tony makes another suit of armour, which looks the same as the old one, but is much tougher, and enables his heart to withstand more strain. Tony then heads to the Stark Missile development centre, where he uses a missile to head to China.

By now, the Mandarin has defeated Happy, despite the power of the Iron Man armour, and goes down to the dungeon where he has Happy tied up. He starts interrogating Happy, asking him where he keeps the plans for his weapons, but Happy refuses to tell him anything. As punishment, the Mandarin attacks Happy with his rings once more. Luckily, by now Tony has arrived in his set of armour, and after taking out some of Mandarin's guards and getting past some electrical traps, he bursts in on Mandarin about to take away Happy to be executed.

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