1st appearance of the Psyche-Magnatron

NOTE: Carol Danvers gains powers

"Vengeance is Mine!"

You didn't suspect, Rick Jones, that Mar-Vell's battle was your battle, too -- that you would inherit the strain, the utter exhaustion he felt ... a weariness which would take it s heavy toll on your weaker form ...!

Yes, sleep, boy of Earth ... let the gathering hours rebuild the strength you son shall need ... and dream hour dream of far greater battles which lie ahead!

For, each man's night is another's dawn .. and what seemed an end was, in truth ... a mere beginning ...!

Cover is detached from staples and there is a missing piece of the front cover.