(Cover Date: June, 1970)

Summary: Rick recommends that they talk to Bruce Banner to find a way to permanently free Mar-Vell from the Negative Zone. Along the way, Mar-Vell deals with the Rat Pack, a gang of looters who have been following a tornado. After arriving in the desert southwest, Mar-Vell loses consciousness (since it's been 3 hours), crashes into a stream & is replaced by Rick. Banner becomes upset after seeing Rick outside his secret lab & changes into the Hulk. The Hulk intends to kill Rick for being a "spy".