After defeating the Red Skull, Spider-Man and the team attempt to rendezvous with the Fantastic Four, only to discover that they have been ambushed and that Doom has kidnapped the Thing. The heroes all go to rescue him, entering Doom’s empire, which they discover is a peaceful paradise. Doom used the technology of the planet to not only dethrone Doctor Octopus, but make his New Latveria a place of good; he even gave Thing a watch to switch him back to his human form. After learning of the Beyonder’s powers, Doom decides to absorb him to ensure eternal peace by banishing the other villains; however, demons pop out of his dreams. Spider-Man is able to reverse the process, proving good is superior. The Beyonder erases the others’ memories and sends them back to where and when they were taken. He then reveals to Spider-Man that this was a test to show if he was worthy of the true challenge.