The Battle of the Titans!"

The Watcher observes from his position on the moon as the threats of both the Sphinx and Galactus fast approach the Earth. He begins recalling the events that led up to this moment, starting when the Xandarian Suzorian Adora materialized at the Baxter Building on Earth and was attacked by Skrull-X, bringing the Fantastic Four into the Xandarian war with the Skrulls. This led to the Fantastic Four being captured by the Skrulls, who punished the group's many transgressions against the empire by exposing them to an aging ray, but the group quickly escaped. They soon teamed up with the Champions of Xandar and were rejoined by their fourth member, Johnny Storm. But before they could continue further, the Sphinx absorbed the energies of the Xandarian World Mind computer and fled to Earth. The Fantastic Four then ventured out into space to find Galactus, whom they thought could defeat the Sphinx.

At that very moment, Terrax arrives on Earth and flies over the streets of New York. When a police officer begins shooting at him, Terrax unleashes his powers, ripping up the streets below. The Fantastic Four then intervene, destroying the rubble while the Thing fights off the new herald of Galactus. Galactus arrives shortly thereafter and calls off his herald, telling him that they have come to assist the Earth -- for now. They all regroup to the Baxter Building, where Sue finally begins to succumb to the aging ray the Skrulls subjected them to. Remembering how the Storm family has short lifespans, Johnny fears for his sister's life. Reed, however, has a solution and quickly rushes his wife into a cryogenic chamber to be put in stasis until he can effect a cure.

As Reed begins to lament over the situation, Herbie informs them that he has located the Sphinx on Earth, pointing out that his location is --obviously-- Egypt. With the location of his foe discovered, Galactus sends Terrax on ahead of them and then uses his powers to bring the surviving members of the Fantastic Four along with him. With their headquarters empty, one of the machines suddenly shapeshifts into the form of Skrull-X. Actually a robot, the Skrull creation recalls how it was deactivated by Reed's stasis ray, but managed to reactivate itself and effect repairs. Skrull-X finds the cryotube containing Sue and gloats how Earth will soon be another planet to fall under the rule of the Skrull empire.

In Egypt, the Sphinx sands tall in the desert and reflects on the moments of his life that brought him here. He recalls during the rule of Ramses II, he was the wizard who faced off against the Israelite prophet Moses. When both men were able to transform their walking sticks into snakes, Moses proved the stronger. Angered that the Sphinx could lose to a slave, Ramses banished him to the desert. He recalls wandering the desert for at least 90 years until he came across an ancient temple which contained the Ka Stone. Putting it on his brow, the man who would late become known as the Sphinx was transformed into the powerful being he is now. He wandered the Earth for centuries, getting involved in various conquests but soon grew tired of living an eternity and sought a means of finding death. One day, the Ka Stone unexpectedly teleported him to a temple in the Himalayan mountains. This is where he met the strange being called Sayge who depicted the fate of those who looked into his robed face. Soon the Sphinx became obsessed with overcoming his fate that was depicted in the face of Sayge. Believing that the novice hero known as Nova was the key, he schemed to bring the youth under his command. This eventually led him to reach the planet Xandar and absorbing the knowledge of the World Computer there and finally gaining the power he now has.

With his recollection finished, the Sphinx then uses his massive power to reshape the desert into his own ideal of an Egyptian paradise. Suddenly he is attacked by Terrax, but the herald of Galactus is no match for the supremely powerful Sphinx who easily defeats him. Suddenly, the ship carrying Galactus arrives and world devourer emerges from within, intent on battling the Sphinx to the finish. Inside the ship are the remaining members of the Fantastic Four and HERBIE. Inside the ship, Reed is scrambling to find a means of preventing Galactus from consuming the Earth after he defeats the Sphinx. However, their work is soon interrupted when Terrax boards the ship and announces that he plans on destroying them all.

Recurring Characters

Fantastic Four (Mister Fantastic, Invisible Girl, Human Torch, Thing), The Watcher, Galactus, The Sphinx, Terrax the Tamer, Skrull-X, HERBIE (possessed by Doctor Sun), Sayge

Continuity Notes

• The Watcher recaps the events of Fantastic Four #205-206 and 208-211 at the beginning of this story.

• Unknown to all at the time HERBIE was under the possession of Doctor Sun as revealed in Fantastic Four #217.

• Skrull-X was deactivated by the stasis-ray in Fantastic Four #205.

• The origin of the Sphinx is an expanded version of the one told in Nova #7, focusing more detail on the discovery of the Ka Stone, and his first meeting with Sayge. The fate he is trying to escape is revealed next issue. His recollection of observing Nova's battle against the Condor, Diamondhead, and Powerhouse is from Nova #6. He stole the power of the Xandarian supercomputer is from Fantastic Four #208.