Pat McCallum; Tom Root; Doug Goldstein; Justin Aclin; Zach Oat; Adam Patyk; Jon Gutierrez
Mr. Fantastic; Thing; Mr. Buttons [Iron Cat]; Iron Man; Professor Xavier; Vision; Scarlett Witch; Nick Fury; Dum Dum Dugan; Living Laser; Whirlwind; Dr. Doom; Magneto
Mr. Fantastic tries to turn Thing human, but instead turns him into a pile of goo. He realizes it is due to Y2K. Elsewhere, while trying to save a cat, Iron Man's armor comes off him and goes onto the cat. Cerebro gives Professor Xavier hair, Vision can't perform in bed, S.H.I.E.L.D. can't connect to AOL, and Whirlwind's card is stuck in the ATM. Richards tries to get Doom to help, but he refuses, and is crushed by Asteroid M.