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A space pirate looking for his crew that mutinied finds Will and Dr. Smith trying to repair his empty ship.
Doctor Smith and Will discover a old android machine from the Celestial Department store and end up getting sucked into the machine. There they meet a toymaker who refuses to believe that they are both human.
Through some harmless playacting, Dr. Smith unintentionally conjures up the magical gauntlets and war hammer of the Norse god Thor. Taking him for a mighty warrior, Brynhilda spirits Smith off to Asgard for a showdown with Thor.