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After his adventure with the Yeti last issue, the Man-Thing is returning home by way of hanging off the bottom of a helicopter with the lovely Elaine Simpson. But when Elaine wakes she feels fear and whatever knows fear burns at the touch of the Man-Thing. Her struggles send them both falling to the craggy bottoms of the Himilayas. Meanwhile Doctor Strange is in a fight for his life with Azrael, the Angel of Death.