The Hulk has survived a re-entry free fall from Earth's orbit. Pulling himself out of the ocean, thoughts of Betty Ross cause the monster a lot of grief and causes him to transform back into Bruce Banner. Better herself is continuing to recover from a nervous breakdown at a private hospital. Her tranquillity will be interrupted by the arrival of the Sandman, who arrives to get a blood transfusion.
In a previous battle against the Fantastic Four, the Sandman's body was partially turned into glass and so has come to demand that Dr. Marquand give him a blood transfusion that he believes will restore him back to normal. Also recovering at the hospital is Jim Wilson who that night is met by Bruce who has travelled to the hospital to see Betty. Learning which room Betty is staying in Bruce decides to pay her a visit. Meanwhile, Betty is fast asleep and is having nightmares about Bruce, her father and the Hulk and awakens with a scream. She is surprised to find Bruce at her bed and the two are reunited. While down below, the Sandman orders the Dr. Marquand to provide him with a patient with the same blood type as him. Coincidentally, this turns out to be Betty herself.

When the nurse and Sandman go to get Betty, Bruce hides in the supply closet and hers their whole plan. Taking a tranquilizer to prevent himself from changing into the Hulk, Bruce begins to think of a way to save Betty. Bruce reacts too late unfortunately, as the blood transfusion is complete, and with it's success the Sandman is restored to his regular form. Betty begins to fill dizzy now that her body is infused with the Sandman's tainted and radioactive blood. Hearing the Sandman's mocking jeers that Betty will likely die causes Bruce to transform into the Hulk and attack, leading to a battle between him and the Sandman.
Their battle takes them outside where General Ross and the military arrive and capture the two in a cage. The two combatants are then taken out to the ocean and dropped out there. In the water, the Sandman has the upper hand at first, until the Hulk causes a whirlpool that sucks the foe away.

As the Hulk struggles to return to shore, General Ross returns to the hospital and is horrified to find that Betty has been transformed into glass as a result of her blood transfusion.

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