"What If Phoenix Had Not Died?", Uatu ponders over the story of the Jean Grey as the Phoenix and recalls her journey alongside the X-Men; He sees an alternate reality where she did not die during the incursion with the Shi'ar; In this alternate reality, she was reborn again and when the X-Men are called to battle Galactus and Terrax in the Shi'ar galaxy, she unleashes the Phoenix force. Based on The X-Men (1963 series) #137. "Kree Encounter!", Uatu recalls the story of Astron on the planet Uranus; He has found the Kree Sentry #213 destroyed; He goes to speak to his fellow exiled members and tells Uranos to stop the destruction of the Kree weapons; Uranos calls him a coward and says he is building a spaceship to travel back to Earth; Astron tells Uranos he is not leaving Uranus and he is left on the planet. "Spider-Man Vs. the Human Computer!" ad for Hostess Cup Cakes.
