(Secret Wars, Part 3; Episode 63)

Written by John Semper, Mark Hoffmeier, and Ernie Altbacker
Originally Broadcast on November 21, 1997

The battle continues between the villains and the heroes, with Spidey stuck right in the middle. This episode opens up with Spidey and the Lizard going to help the Fantastic Four (they sent a distress signal) in their battle against Doctor Doom. When they arrive at the location, the Four is there unconcious except for the Thing who's missing. Reed wakes up and says how Doom's robots ambushed them and kidnapped Ben. As an added bonus, the Thing's been working with Doom since Doom gives him the power to change to Ben Grimm, until Thing realizes the Doctor's real agenda. Will the combined might of the Mr. Fantastic, the Invisible Woman, the Human Torch, the Thing, Captain America, Storm, Black Cat, Lizard, Iron Man, and Spidey be enough to stop Dr. Doom who has the power of the Beyonder? Of course is. Spidey tries to make him realize that power isn't everything thing, but Doom won't listen. It seems that Doom can't control his power since while he was sleeping, monsters were appearing from his mind. Doom starts to attack the heroes, but the Thing winds up the hero by using Doom's own device that he used to get Beyonder's powers, to take them away from him. Beyonder returns and thanks the heroes, saying the game is over. He transports them all out into space and says that they did excellent in the Secret Wars, and that the heroes (not counting Spidey) will not have any recollection of what happened. Beyonder tells Spidey that since this warm-up task has finished, then now it is time for the real task! Beyonder then transports him and Spidey away.


The ending is sort of a cop-out since none of the heroes will remember anything about what happened. In the comic books, the heroes remembered everything that happened during the Secret Wars, and The Thing remained on the Battleworld so he could stay as Ben Grimm.

There's lots of reused animation in this episode, but they changed some of the backgrounds so it wouldn't be as noticeable.


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Featuring Spider-Man, X-Men, Fantastic Four, Iron Man, Incredible Hulk, and the Silver Surfer.