Cover pencils by Jack Kirby, inks by Frank Giacoia. The Human Torch and the Thing star in "The Challenge of...The Watcher!", script by Stan Lee and Bob Powell (co-plot), pencils by Bob Powell, inks by Wally Wood
Though he is not permitted to interfere, The Watcher tells Ben & Johnny of how Kang time-travelled to the days of King Arthur, imprisoned Merlin, and took over the country; In order for the time stream to remain intact, The Watcher sends the pair back in time to defeat Kang; Cameos by Sue Storm and Reed Richards. "Earth Be My Battleground," script by Steve Ditko (plot) and Stan Lee (dialogue), art by Steve Ditko; Dr. Strange returns to earth but remains in hiding. Mordo's spirits discover Strange and pursue him; Meanwhile Clea distracts Dormammu by freeing The Mindless Ones; They attack, causing Dormammu to leave Mordo on his own. Strange flies into space and straight into the sun, the spirits fleeing and Mordo worried that it might spell his doom; Strange returns to The Ancient One, who in his weak, delirious condition, speaks of "Eternity"; Appearance by Clea.
36 pgs., full color. Cover price $0.12.