Doom made an alliance with the villains comprised of Loki, Ultron, Baron Mordo, and Enchantress called the Masters of Evil and recruited numerous super-villains to aide them. Doom's plan was to distract SHIELD with an attack on the SHIELD Helicarrier while the Masters of Evil stole the super-soldier serum and Mutant Amplifier from SHIELD's Omega Base. He then kidnapped Jean Grey and Nightcrawler and stole a magical text the Tome of Asarius. Using the Tome of Asarius and the Mutant Amplifier he forced Nightcrawler to teleport himself and his fellow Masters of Evil into Mephisto's Realm where he was able to acquire a powerful magical artifact the Twilight Sword.