Hank McCoy, the lovable furry Beast, is picking up women in a posh nightclub (!!) when his evening is spoiled by a sleazeball who assaults him. Easily thumping the assailant, Beast declares his evening ruined, and stalks out into the rain.
Walking through the rain, he is accosted by a strange apparition of a man. It claims to take wounds for all the spiritual harm done to the Beast!?! Shortly after disclosing this, it dissolves into ashes and is swept away, leaving Hank horribly confused.
He returns to the mansion, where everyone else is as confused as he. But the nagging inside his brain won't stop - by the next week he's out on the town again, but not especially enjoying himself. A woman convinces him to walk her home, and they get to talking about his mysterious vision. She convinces him to do something for her...

Elsewhere, the Manipulator is telling some gentlemen (who are crime bosses) that the Beast will soon break into the apartment they're in and try to steal a little black box, and that he's the one who's manipulated the Beast into his current mental state. He convinces them he could do it to all the Avengers!

Beast breaks into the apartment and they watch him retrieve the box. Then Manipulator cages the Beast, and upon his opening the box Beast is blasted by a ray which puts him totally under the Manipulator's command! All the criminal bosses instantly want to sign up, but then he puts them under his mental control too.
Just then two mysterious men walk into the room, one of whom is Agent Marsden. They pay off the Manipulator, take the little black box, and call the cops to come bust the crime bosses. They then leave. Beast eventually comes to his senses and decide to scoot, observed by the agents below. Suddenly, a strange apparition approaches them from out of an alleyway...

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