Unleashing his newest creation, Alpha the Ultimate Mutant, Magneto and his Brotherhood of Evil Mutants are able to easily defeat the Defenders and Professor X. Taking the rapidly evolving Alpha to the United Nations Building in New York, Magneto plots to hold the United Nations hostage until Mutants are made rulers of Earth. He uses Alpha to lift the UN building high into the air.

Freeing themselves from the rubble of Magneto's collapsed base, the Defenders and Professor X travel to the UN and do battle against the Brotherhood. The Defenders are no match for the still evolving Alpha, who's powers enable it to warp reality. However, when Alpha evolves to a state above that of Mutants, it stops and uses it's powers to judge which faction is worth punishment. Deeming Magneto and his Brotherhood evil, he reverts them to the age of children before restoring the UN and flying off into space to find his place among the stars.

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