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Egghead has a new orbital death ray, and he’s making demands of the United States government.

A criminal named Barney Barton has information regarding destructive rays coming from a satellite in orbit and comes to the Avengers for help. It's revealed that Egghead is behind everything and the Avengers, along with Barney Barton, go to the satellite to stop him. They face-off against Egghead and his robots, but Barney is killed while saving the Avengers. Hawkeye, who is now Goliath, reveals that Barney was his brother. Egghead escapes before capture.

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