- It's the Headmen! They've taken over the world!
- -- Nighthawk
Appearing in "While You Were Out..."
- Ulyssess Bloodstone
- Fantastic Four
- Spider-Man (Peter Parker)
Races and Species:
- Eye of Agamotto
- Cloak of Levitation
- Silver Surfer's Surfboard
- Star of Capistan
- Spider-Man's Web-Shooters
Synopsis for "While You Were Out..."
A Millennium ago an incredibly powerful creature named Orrgo was defeated by an ancient warriors and buried underground, the warrior possessed a gem that nowadays would let people control the monster (actually an alien). The Headmen arrive in a city where they resurrect the alien for their own purposes.
Meanwhile Hellcat and Valkyrie are moving in to a new apartment, they decide to go for a walk. Elsewhere an archaeologist is waiting for a museum director to visit, he answers the door and is shot dead. During their walk, Patsy encounters a group of fans of her book.
Suddenly, one of them attempts to shoot her but she turns into Hellcat and the three heroes engage the man, he turns out to be an agent of AIM. AIM attacks them until they are subdued by a flying vehicle.
It is revealed that the people who have been recently killed by AIM did so at the request of the Headmen. It is because of the contact they have had with the gem. The Headmen use the power of Orrgo the unstoppable to take over the Earth instantly, they change the buildings into bizarre shapes, police cars into monsters and heroes such as Thor and Spider-Man into twisted visions (e.g. a statue and a giant spider). The three escape when the are contacted by Doctor Strange's astral form, they inform him the Headmen have taken over the world.
- MODOK narrates this part of the series.
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