Tiring of the games he’s been playing with Captain America, Red Skull uses the Cosmic Cube to return his body to its original appearance, teleports to his Berchtesgaden castle and teleports Cap, Falcon and Redwing to join him. To Falcon’s chagrin, the Skull cages Redwing and taunts the Falcon into attempting to wrest the Cube from him. The Skull returns Cap’s appearance to normal, and Falcon realizes for the first time that he has been trained by Captain America. While toying with the heroes, the Skull transforms himself into a boulder, a tidal wave and a tornado. Meanwhile from AIM Island, MODOK begins the process to deactivate the Cube. The Skull’s tornado transports Cap, Falcon and Redwing to a barren desert where Falcon distracts Red Skull. Cap slings his shield and dislodges the Cube from the Skull’s grasp. As the Skull regains the Cube MODOK’s process takes effect, and the Cube begins to melt, to everyone’s surprise. Red Skull uses the last of the Cube’s power to escape, leaving Cap and Falcon to celebrate their victory and begin the walk to civilization.