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When a mysterious object lands near the Nuton power complex, UNIT investigate and encounter the Axons, a group of aliens who offer the mineral axonite, which can duplicate matter, as a gift.
The Brigadier has recaptured Stangmoor but the Master still has control of the Thunderbolt and the Doctor must find a way to stop him and destroy the Keller Machine.
The Doctor and Winser begin to analyse axonite while Chinn plots to secure its use exclusively for Britain.