The Mastermind of Mars Ulysses Paxton (late of the U.S. Army and long and admirer of John Carter) finds himself in the hands of that extraordinary scientist-surgeon Ras Thavas of Barsoorn. Renamed Vad Varo, the former U.S Army Captain is trained by Ras Thavas as an assistant in the "transfer of life" operations for which the master mind is famous. Vad Varo witnesses one such transfer-the wicked old mind Xaxa, Jeddara of Phuundahl, into the young and lovely body of a nameless victim, while the mind of victim number 4296-E-263-H is now housed in the body of an ancient crone.

When Vad Varo brings 4296-E-263-H to life he discovers she is Valla Dia and falls in love with the spirit and mind of the girl imprisoned in the 1000-year-old body that had been Xaxa's Incredible dangers and adventures follow as Vad Varo, determined to restore Val la Dia to her proper form, battles his way through weird countries and savage peoples until at last he meets with John Carter, Warlord of Mars, and brings Valla Dia safely to her home in Duhor.

Earthman Ulysses Paxton served Barsoom's greatest scientist, until his master's ghoulish trade in living bodies drove him to rebellion. Tben, to save the body of the woman he loved, he had to attack mighty Phundahl and its evil, beautiful ruler.

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