Avengers [Captain America [Steve Rogers]; Giant-Man [Henry Pym]; Iron Man [Tony Stark]; Thor [Donald Blake]; Wasp [Janet Van Dyne]]; Rick Jones; Teen Brigade; Pate-Pot Pete [Peter Petruski]; Masters of Evil [Baron Zemo [Heinrich Zemo] (introduction); Radioactive Man [Chen Lu]; Melter [Bruno Hogan]; Black Knight [Nathan Garrett]]
An old enemy of Captain America's (Baron Zemo) assembles a team of super-villains to battle the Avengers.
Doctor Strange [Stephen Strange]; Baron Mordo [Karl Amadeus Mordo] (introduction) ; Hamir (introduction, unnamed); Ancient One [Yao] (called "the Master")
In his castle in Europe, Baron Mordo plots to steal the secrets of his former master, The Ancient One. Sending his spirit form to Tibet, he causes Hamir to poison The Ancient One's food. From his NYC sanctum, Strange senses his master's plight, and challenges Mordo to a battle in their spirit forms. After, The Ancient One warns Strange that Mordo will be a danger to them both, as long as he lives.