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In the blink of an eye, twenty-one of Earth's heroes are gathered together in a construct in space. They are unsure as to what or who has brought them to this place. They introduce themselves to each other. They then realize they are not alone. Across the way another construct has appeared and has gathered and it houses twelve villains of Earth, plus Galactus. The heroes are unsure; if all the villains are in the other construct, then what is Magneto doing in theirs.
The villains are wondering the same information in the other construct. After they introduce themselves to each other, they see a galaxy destroyed in front of them, and a planet is created from pieces of other planets. The villains begin to bicker with each other and a fight breaks out. Ultron tries to defeat them all and is knocked into Galactus. They are all amazed that Galactus simply drains the energy from Ultron. Galactus then goes back to staring away at the stars.
Suddenly, a bright light appears in space and a voice announces who has summoned them all, the Beyonder. He tells them he can do anything imaginable and that he orders them to battle each other, and the winning side will receive whatever they want. Galactus refuses to obey him and tries to fly towards the light because he senses it has much energy, which he is immensely hungry for. Doctor Doom follows Galactus and when they get close enough the light diminishes and they are thrown back. Then, the constructs are sent to a nearby planet and dispersed among two separate places on the planet. The heroes are then transported to the face of the planet. There they again question why Magneto is on their "side". They argue and this causes Magneto to "fly" away. They then decide Captain America will be the leader of the band of heroes.
Meanwhile, Galactus and Doctor Doom are seen on the planet surface as well. Galactus is unconscious as Doctor Doom explores the planet and finds a fortress. Inside he finds the other villains. They are trying to band together and defeat the heroes. Doctor Doom talks to them about stealing the immense power of the Beyonder, but is disgusted at their simple minds and takes off in a vehicle to seek out counsel with Mister Fantastic. Kang uses the fortress' weapons and shoots down Doom's vehicle. The heroes see it go down and try to help him. Doctor Doom attacks after Captain America says to Doom that he can just tell him and then flees. The heroes then turn around and see the villains all gathered and starting their attack.