The Headmen turn the citizens of New York into enraged rioters. Can the Defenders stop Manhattan from descending into madness?
The Thing, who had been helping the Defenders, leaves.
Valkyrie pores over photo albums that portray the life of Barbara Norriss, whose body her spirit inhabits. She never knew much about her, and it fills her with pathos to realize how Barbara's life was cut short. She tells Dr. Strange and Nighthawk that Barbara was married. Nighthawk gets mad at Val (who he has a crush on) for not telling them about this husband, even though it is very clearly explained to him that she has no memory of Barbara's life, and Val's spirit is completely different from that of Barbara. Nighthawk huffs off, and Strange has to explain to Val that Nighthawk has "great affection" for her.
In the town of Westbury, Connecticut, the Hulk randomly plays with some children. However, an adult freaks out and attacks him, at which point the Hulk accidentally destroys one of their houses. Then he jumps away.
One of the neighbors, Arthur Nagan, is glad it wasn't his house that was destroyed, because he happens to be a super-villain. His partner, Jerry Morgan, has perfected an evil formula, and they are ready to test it out. Arthur has found someone they can use it on.
Dr. Strange accompanies Val to the boarding house where Barbara's husband, Jack, lives. However, the woman who runs the place thinks Barbara is a harlot and runs her off.
Nighthawk returns to his penthouse, thinking of past loves, and by happenstance, one of them is waiting for him inside--Trixie "Trish" Starr. He reveals his secret identity to her and they bond.
The Hulk turns to Bruce Banner, who goes to Strange's house for refuge.
Nagan and Morgan meet Chondu the Mystic, who agrees to use their formula. Thus the original members of the Headmen join together for the first time. Chondu uses his natural mystic powers, amped by the formula, to make every sleeping person in the city go crazy.
Nighthawk, who is awake, sees the sleeping Trish almost jump off the balcony. He saves her (by slapping her so hard he knocks her out), then tries to help the rest of the city.
In doing so, he runs into Nadler, who has a human head grafted onto the body of an ape, running off with jewels stolen in the confusion. However, Nadler escapes. Nighthawk finds the other Defenders, and explains that Nadler must somehow be behind the nightmare sorcery, which has by now worn off.