Appearing in "When Worlds Die!"
- Skrull Imperial Starfleet
- Nova Corps (First appearance)
- Master Xar
- Prime Thoran (First appearance)
- Xandarian Worldmind
Races and Species:
- Andromeda Galaxy
- Milky Way
- Photon Cannons
- Lotox Beam
- Skrull Fliers
Synopsis for "When Worlds Die!"
Reed, Sue, and Ben are being transported along with Suzarian Adora to the planet Xandar which is under attack from the Skrull empire. As they arrive they see a massive battle in space involving the Skrulls and the Xandarian Nova Corps. Arriving on the segmented planet of Xandar, the three members of the Fantastic Four join in fighting off some of the Skrull invaders. In the thick of battle they cross paths with Adora's adviser the Prime Thoran who leads them on as the Skrulls pull back from their most recent attack.
Not far away from the planet is a massive Skrull warship carrying Emperor Dorrek who is angered by the news of the recent retreat and the arrival of the three humans from Earth. Detecting the approach of another ship from space, Emperor Dorrek orders an army of Skrull soldiers be dispatched to attack the incoming ship.  Also watching events unfold is the Watcher, who laments that his vow of non-interference prevents him from taking direct action in the battle to come.
While back on Earth, Johnny Storm has moved into a dorm room at Security University in Lanesville, New York. As he unpacks his bags the youth is impressed with the facilities and high level of security and believes that it is the perfect fit for his continued education. He is unaware that the school is under the control of his old foe the Monocle, who had hypnotized a young woman named that set in motion the events that lured Johnny to the school. Erasing her memories of her involvement, the Monocle sends her away as he contacts his employers, the mysterious Enclave, who are using the school as a front to manipulate the children of the worlds most wealthy, famous and politically influential. That night after Johnny goes to bed, a strange blue light is emitted from the lamp in his room that puts him into a hypnotic trance. Johnny, then mindlessly leaves his room and joins the other students as they all shuffle into the main hall of the school.
Back on Xandar, the Fantastic Four and Adora enter the lab of Xar and learn that Adora's lover Tanak is still undergoing medical care after being attacked by Skrull-X. Adora is upset to hear that Tanak is dying, and refuses to let her lover perish. Reed asks the Prime Thoran why the Skrulls are targeting their world. Thoran explains that because the Skrulls are losing the war against their foes the Kree, they have set their sights on gaining access to the World Computer of Xandar because of the great power it contains. Thoran then shows them the massive computer complex located in the bowls of Xandar and explains it contains the minds of every Xandarian who has died so that their society would never lose any knowledge. Their tour is interrupted with news that the Skrulls are renewing their attack on Xandar. Thoran and the Fantastic Four then return to the surface to oversee what is going on. Soon the Fantastic Four are equipped with flying belts and join the Nova Corps in fighting off the Skrull invaders. During the ensuing battle, the Fantastic Four are blasted unconscious and taken as prisoners of the Skrulls.
- Dorrek VII's name is revealed in this issue. Marvel: The Lost Generation #11 clarifies that Dorrek is the fourth Skrull Emperor that used that name.
- The Skrulls that are deployed into space are going to intercept the ship piloted by Nova and the New Champions as seen in Nova #25.
- The Watcher is not interfering here mostly because of the vow the Watchers have made to never interfere with other races, as seen in Tales to Astonish #53, most recently in Captain Marvel #39 the Watcher was punished by his peers for his frequent interference with the affairs of Earth and other worlds.
- Although depicted as a mysterious shadow organization here, the Enclave is later identified as the same group that the Fantastic Four faced back in Fantastic Four #66–67, this was clarified in Fantastic Four #240 and Avengers Annual #12. This is the first time that organization is named.
- The Prime Thoran mentions how the Skrulls have been losing their conflict with the Kree. Here are some facts:
- He is referring to the long going Kree-Skrull War, which began millions of years ago as first specified in Avengers #133
- The most recent campaign of the Kree-Skrull War ended in a stalemate that left both the Kree and Skrull armadas cripples for a time thanks to intervention by the Avengers as seen in Avengers #91–97.
- More recently they failed to trick the Kree into the devastating War of the Three Galaxies as exposed by Captain Marvel and the Inhuman leader Black Bolt in Captain Marvel #53.
- Shooter is credited as consulting editor.
- This issue contains a letters page, Fantastic Four Fan Page. Letters are published from Ed Via, Jeffrey Lowndes, and Vincent Wales.
- As seen on page one, this issue is Story#LG-272.