Story continued from Super-Villain Team-Up #9...
When the Avengers (under the control of Attuma) were sent to Hydrobase as tools to destroy the Sub-Mariner, they did not expect to find Dr. Doom there in the Atlantean monarch's stead. After incapacitating Iron Man, Doom, Namorita and the Amphibians of Hydrobase all take down the Avengers one-by-one. Taking them to a mind-probing device they learn that Attuma had sent them after Namor, and Namorita convinces Dr. Doom to help in stopping Attuma because the warlord is likely to come to Hydrobase and destroy them all, Doom included.
Meanwhile, the Beast, Whizzer, and Wonder Man are flying in a Quinjet off to save their comrades. Along the way, Wonder Man explains to the Whizzer how he was once a pawn used by the Masters of Evil to destroy the Avengers but died in battle, and that he has no idea how he was resurrected by the Living Laser in recent times. While back at Hydrobase, the Avengers are shackled up so that they may not cause any more trouble. Left alone, the Avengers revive and realize that the collars are not effecting them now that they weren't in combat. Deciding to try and free the Vision in order to get help, the Scarlet Witch uses her hex powers to get Captain America's shield into Cap's hands, and Cap manages to toss it in such a way to smash the Vision's slave-collar, allowing the android to become intangible. However, rather than free the other Avengers, he flies away.

As Namor rushes to a ocean platform that Attuma is attacking, the warlord is attacked by Beast, Whizzer, and Wonder Man. The heroes have the element of surprise, however when Namor arrives Attuma calls the three heroes "allies" prompting Namor to attack them. The fight allows for Attuma to steal the weapon he is seeking and makes his escape. Namor soon realizes the deception when the Whizzer slows down enough for the Sub-Mariner to recognize him as his old ally from the Liberty Legion during World War II.

As Attuma's sub makes its getaway, Attuma begins planning the next phase of his plan, completely unaware that the Beast has snuck aboard his craft. While back at Hydrobase, the Vision's wanderings bring him face to face with Dr. Doom who has a gun trained on him. With only seconds before Doom can fire, the Vision offers to make a deal.

---