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Allen Milgrom started off the issue with the second Editori-Al, where the editor tried to pull the various creators of Fanfare into view. The staff members, however, were less than willing to appear across the panels, save a Chris Claremont who flooded final two panels with a speech about his work on the X-Men and Spider-Woman.

Once again, the issue features two tales woven in one comic. The first one, continued from the previous issue, saw Spider-Man and Angel mutated into their primordial forms - the Man-Spider and a griffin-like creature respectively - attacking Ka-Zar's base, and succeed in kidnapping Tanya Anderssen. Along with Karl Lykos, Ka-Zar infiltrated the Brainchild's enemy base, where Tanya was also mutated into her primordial form - a Neanderthal. Karl, sought to save every one of his mutated friends, sapped the three's energy and ended up transforming into his Sauron alter-ego. The tale ends with Sauron swearing to conquer The Savage Land, Peter and Warren departed, haunted by their albeit temporal mutation, while Tanya regretted the terrible fate she thrust onto the others by ever thinking about visiting this land.

The second tale features Reed Richards making yet another attempt to convert Ben Grimm to his human self. He needed a crystal from the Negative Zone, however, but accidentally released Annihilus in the process. It took only a short while to send him back, but at the cost of destroying the crystal. Several hours later, as Reed mumbled in his sleep about how he had failed once again, Ben returned from his outing, covering a shirt over his old friend.

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