When the Fantastic Four and the Avengers sacrificed their lives to destroy Onslaught, Franklin Richards, the son of the FF's Mr. Fantastic and Invisible Woman subconsciously created a pocket universe to save their lives. There they spent an entire year reliving living new lives "reborn" into a reality where they recently gained their abilities that vaguely mirror how they gained their powers originally. When Loki first manifested on Counter-Earth he came to believe himself to be the Loki of Earth-616, believing that he was not in his home realm. He erroneously believed that he was in an alternate reality, when in reality he was in a pocket dimension created by Franklin Richards. Immediately craving revenge against the Avengers, Loki would set forth to do so and to his surprise find that they have been reborn in this reality and recently grouped together. Learning his brother Thor (another construct created by Franklin Richards) was frozen in a block of ice in Norway, he would trick the Avengers into freeing him and tricking the confused Thor into battling the Avengers. Thor would eventually realize his brothers deception and help the Avengers defeat him, joining the group.
