The X-Men adrift on the ocean are picked up by a Japanese ship. Xavier recounts an early adventure where he first met Storm as a thief in Cairo and did battle with the Shadow King.
Captain Marvel rescues a supply ship from a dreadnought raider.
- - Inside front cover. Ad for Spider-Man related toys.
- - Includes letters from Suzan Kizzar, Brenda Robnett, Joel D. Cochie, Carl J. Ratigan, The Evil Mutants Fan Club and Alex Dent.
- Captain Marvel Meets the Dreadnought - Ad for Hostess Fruit Pies.
- - Ad for toy soldiers, vehicles, vessels and planes.
- - Inside back cover. Ad for celebrity posters.
- - Back cover. Ad for the Lego expert builder series.