While the Russian Super Soldiers Vanguard, Darkstar and Major Mikhail Ursus (Ursa Major) keep Sergei, The Presence, and the Red Guardian busy, Bruce Banner and Professor Phobos complete a device capable of imprisoning Sergei and his female companion.
After the device locks Sergei and the Red Guardian, Phobos reveals his true motives: contaminate Russia and the world with radiation. The Russian Super Soldiers mentor is the true villain of the story!
After Phobos defeats Vanguard and Darkstar, Sergei cancels the transformation block he set in Banner and Major Ursa, who turn into their bestial selves. Hulk and Ursa Major defeat Phobos easily. Sergei and the Red Guardian absorb the deadly radiation, saving all, and depart to space.
Meanwhile, US jets try stopping Glenn Talbot aboard the War Wagon battle-cruiser (in a personal quest to find and kill the Hulk). Jets are no match for the War Wagon.
And Rick Jones calls upon the Teen Brigade to help him with aiding the Hulk.
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