CHAPTER ONE:

Trustan, Captain of the Atlantean Guard, leaned over the shoulder of his helmsman and examined the control panel. "We're still closing, I see."

The helmsman nodded his blue-skinned head. "Yes, sir. And I'm pretty sure the Nazi swine still doesn't know we're here."

"Good. I'm surprised the Germans would risk one of their U-Boats back in this area after the pounding we gave them last time, but I'm happy to have a chance to remind them it's a bad idea."

It had been three months since a fleet of German U-Boats had invaded Atlantis. The enemy had been beaten off, due to the courage of the undersea race and the determined leadership of the Sub-Mariner, but the city was still rebuilding. The devastation and loss of life had been terrible.

Trustan was commander of a four-man flying submarine, currently tracking a German U-Boat through the Artic waters. Neither he nor any of him men would regret the chance to exact a little more revenge from the Nazis.

A soft warning alarm beeped and the helmsman frowned at what he saw on one of his scanners. "Something big coming in from starboard."

"Another sub?"

"No, sir. Scanners indicate it's biological. It's picking up speed—turning to a collision course!"

"Hard aport! Up angle on bow planes," snapped Trustan. The flying sub banked onto its new course.

"New target changing course to match our course."

Trustan moved to the starboard bulkhead. He snapped a switch and the armored plating over a porthole slide aside.

He saw it—a huge serpent-like creature with teeth as large as Trustan's sub. The creature was at least three hundred feet long.

Trustan called out another course change, then spoke to the weapons operator. "Arm all torpedoes. Lock on to that thing now." He snapped another switch, activating a recorder. He quickly read out their location into a microphone, then added "Being attacked by monster serpent. Engaging now." He pressed one last button, launching an emergency buoy that contained his brief message.

Meantime, the sub had banked around to face its huge attacker. "Aim for the eyes," ordered Trustan. "Fire."

Four torpedoes launched out from the sub, slamming into the serpent's head moments later. The explosions rocked the vehicle and filled the water with bubbles and foam. For several tense moments, the Atlanteans watched the maelstrom through their front view screen. Then the serpent, apparently unhurt, came hurtling back into view. Its jaws gaped wide as it neared the sub.

"Abandon ship!" shouted Trustan. He and his crew leaped for the escape hatch just as the jaws came down on the sub's outer hull….

MEANWHILE—

The Human Torch dropped down out of a cloud to appear just over the Junkers 88 bomber. The turret machine gunner spotted him and opened fire, but the bullets melted into harmless slag before they could strike the android. The Torch aimed a hand at one of the bomber's four engines and shot out a stream of flame. The engine flared and exploded. The bomber began to lose altitude, dropping towards the Atlantic Ocean 5,000 feet below.

The Torch glanced to his right. Toro was there, taking on another of the bombers. To his left, Namor, Captain America and Bucky were in Namor's fantastic flying vehicle, approaching another squadron of bombers.

The Torch swooped down, then arced up again, coming up at a bomber from below. He sent a burst of flame into the plane's bomb bay. The resulting explosion tore the plane to shreds.

"I have a feeling this is the last time the Germans try a sneak bombing attack against the naval base at Reykjavik," he said to himself. He aimed towards another bomber.

It was over within another ten minutes. Most of the German planes had been torn from the sky. The few survivors were running for home.

Torch and Toro intercepted Namor's ship and flew into the open upper hatch. The two flamed off and shook hands. "I got seven," said the Torch.

"Beat ya this time, pappy. I got eight," said Toro proudly. "I guess you can't help but slow down when you get old."

"Yeah," replied the Torch with a smile. If you count from the day Professor Horton finished building me, I'm nearly three years old. Pretty much worn out by now."

"You two firebugs shut up a minute," snapped Namor. He in the pilot's seat, holding a headset to one of his pointed ear as he frowned intently.

"What is it, Namor?" asked Captain America. He and Bucky were seated just behind the undersea prince.

"A message from an Atlantean scout vehicle. They were tracking a German sub, not far from here. They send out a buoy with a recorded message. They were attacked by some sort of monster."

Bucky smiled. "A sea monster? You gotta get your people to stop drinking on duty, Namor."

"Don't speak of things you know nothing about, boy," snapped Namor. "There are things living under the ocean that would blast your mind with disbelief were you to see them!" He punched up a map on the view screen. A light flashed on the map, marking the last position of the Atlantean sub.

"Near Desolation Island," commented Cap. "A pirate stronghold a couple of centuries ago, but supposedly deserted now."

"What would a German U-Boat have been doing there?" wondered Torch. "It's outside the convoy routes."

"This does bare investigation," replied Cap. "Namor, I know you'll want to assist your people as quickly as possible. But we'll need to scout the island as well. If there's German activity in the area, we need to know of it."