- Right now, the world doesn't need heroes. It needs villains.
- -- Magneto
Appearing in 1st story
- Briar Raleigh
- Magneto's Super-Villain Group (First appearance chronologically)
- Mystique (Raven Darkhölme) (Joins team)
- Sabretooth (Victor Creed) (Joins team)
- Carnage (Cletus Kasady) (Joins team)
- Absorbing Man (Carl Creel) (Joins team)
- Hobgoblin (Roderick Kingsley) (Joins team)
- Doctor Doom (Victor von Doom) (Joins team)
- Loki (Joins team)
- Amora the Enchantress (Joins team)
- Deadpool (Wade Wilson) (Joins team)
- Iron Fist (Danny Rand)
- Luke Cage
- Avengers Unity Division
- Doctor Strange (Stephen Strange)
- Medusa (Medusalith Amaquelin)
- Herr Hitzig (Mentioned)
- Wolverine (Logan) (Appears on a computer screen, TV, or hologram only) (Cameo)
- Eli Hatcher (Appears on a computer screen, TV, or hologram only)
- Jack O'Lantern
- Magneto's Helmet
- Iron Man Armor Model 42
- Captain America's Shield
- Falcon's Wings
- Cloak of Levitation
- Eye of Agamatto
- Carnage Symbiote
- Doctor Doom's Armor
- Goblin Glider (Cameo)
Synopsis for 1st story
• The Red Skull is sending the world into a spiral of destruction…and Magneto is one of a handful of heroes with the means to stop him!
• But will the Master of Magnetism also crumple before the maniac who’s using the formidable telepathic powers of his deceased best friend to usher in his new, terrifying Reich Eternal?
• With the grudge personal on MANY levels, Magneto is amply motivated to be the one to take down the Skull once and for all!
- In this issue, Deadpool is suspicious of Magneto's activities and follows him to his base, where Magneto offers him a place on his team as he could be useful. However, in Deadpool (Vol. 3) #37, Magneto is shown recruiting Deadpool in his safe house in New York.
- As Magneto is giving his motivational speech to his team of villains, Carnage remarks to Deadpool "When this is over... You and me are gonna have words." This refers to their previous encounter in Deadpool vs. Carnage.
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