Inside Magneto’s island compound the Avengers discover Cyclops standing over an unconscious Quicksilver. Cyclops attacks the Avengers, believing them to be a trick of Magneto’s, but flees the fight to rescue his fellow X-Men. The Avengers quarrel among themselves over being caught off guard, while Magneto observes them from his monitor screen. After berating Toad for his pestering, Magneto uses his new mental control device on the X-Men, sending them to battle the Avengers. However the mental control device is soon disabled by Angel, who reveals the Avengers realized Magneto had set him up and only pretended to tie him up to fool Magneto. The X-Men and the Avengers team up to battle Magneto, while Toad, tired of being abused, turns against Magneto as well, flipping a switch to self-destruct the whole island. The two teams of heroes flee the island, while Toad escapes with Quicksilver and the Scarlet Witch aboard a non-metal escape ship. Magneto tries to join them, but is knocked from the escape ship by Toad, falling to the water below as the island explodes.