(Cover Date: January, 1988)

Summary: SS destroys two Kree Destructoids who have invaded Zenn-La. SS bids an unemotional farewell to Shalla-Bal. Mantis listens in on the Elders' meeting on Earth. They have 5 of the 6 soul gems needed to destroy Galactus. Mantis is captured, but manages to send out a mental energy beam into space before succumbing to the plants trapping her. SS meets with the Supreme Intelligence on Kree-Lar. The Supremor agrees to leave Zenn-La alone but not Earth. SS is hit by a ray from the sixth soul gem on the Supremor's forehead. The Contemplator, who has come to bargain for the soul gem, watches nearby.