Triumph On Terra-Two! Bruce Banner watches in horror as the Man-Beast (possessing the body of Counter-Earth's US President Rex Carpenter) executes Adam Warlock, who in death reverts back into his cocoon form. With his emotions at their peak, Banner then transforms into the Hulk. Realizing that his new friend is death, the Hulk smashes through the the soldiers and disguised New Men and escapes with Warlock's cocoon. Jumping off into the wilderness, the Hulk doesn't know what to do about the death of his friend and decides to take Warlock's corpse back to the secret hide out of his followers.
There, Warlock's followers -- both New Man and human -- mourn Warlock's passing. While back in Washington, the Man-Beast returns the body of Rex Carpenter to it's cell where his daughter still is prisoner and then gears up for to begin a war across Counter-Earth. Before he can launch a single nuclear weapon, the Man-Beast's base is attacked by the Hulk and Warlock's followers. As the fight rages, the Hulk battles the Man-Beast and finds him to be no match against the creatures combined physical strength and mental powers.
As the battle rages, Ben Vincent and June Volper of the Justice Department pay a visit to the White House to question President Carpenter about his strange behavior following his presidency. There they spot one of the New-Men loyal to the Man-Beast and follow it down to the cell where Carpenter and his daughter are being held prisoner. When New Man checks the cell, Ben cold-clocks the creature, knocking it out and freeing Carpenter. While at the hideout of Warlock and his followers, the humans who remained behind and the Recorder all witness as the cocoon containing Warlock's corpse begins to glow.
While back at the Man-Beast's base, the Hulk manages to gain the upper-hand against the Man-Beast, easily turning the tide of the battle. Just when the Hulk has the Man-Beast beat, Warlock arrives -- having resurrected himself -- and with his powers at their peak he uses his abilities to change the Man-Beast back into human form. With the Man-Beast defeated, Warlock tells all those gathered that they must combat evil with their intellect and warns that the Man-Beast will be back again some day. When his followers ask if he will be there to fight them, Warlock tells them that they must fight him alone as he is needed among the stars to help other worlds in need of his aid and flies off into space, leaving them all and the Hulk behind to seek his destiny among the stars.
