Carol Danvers, a woman who had it made-- until the day radiation from an exploding alien machine gave her the skills and powers of a Kree Warrior, plus an uncanny seventh sense-- transforming a human woman into... a heroine ... MS. MARVEL!


MS. MARVEL (Carol Danvers):
Former NASA security chief and magazine editor, Carol Danvers gained the powers of a Kree warrior after being subjected to the effects of an alien machine. As Ms. Marvel, she fought alongside her fellow AVENGERS for a time, before her powers and memories were temporarily stolen by the X-Man Rogue. Her powers somewhat restored, she now represents the height of merged Human and Kree genetic potential.

The living legend of World War II! Treated with the "Super Soldier Serum," Steve Rogers became a human fighting machine. Cast into the icy waters of Newfoundland at the War's end, Cap fell into suspended animation, only to be revived by the AVENGERS. In the years since, he has become their leader, and an inspiration to freedom-loving people everywhere!

NOVA (Richard Rider):
The Human Rocket uses powers given him by a dying Xandarian to protect innocents. Nova's powers include super-strength, hyper-resilience, flight, and unpredictable, gravimetric energy bursts. He's a member of the New Warriors and a staunch ally of the Avengers.

An agent of SHIELD and a former lover of Carol Danvers. Rossi is just now becoming aware that not only has Carol returned to earth but she's once more operating as Ms. Marvel. Rossi is a tough, hard-nosed operative who considers his job to be his top priority.

Carol Danvers and Captain America battled alongside one another against Xenocide and Moonstone. In the end, Carol and Steve's relationship moved to a much more intimate level...

Ms. Marvel # 29
By Barry Reese
"Friends and Lovers"

The Scorpion's tail whipped out towards Ms. Marvel, but the Female Fury was too quick for him. Thanks to her Kree-honed battle reflexes, she was able to grab the villain's appendage and use it as a weapon herself. She pulled the startled villain towards her and delivered a powerful roundhouse punch. "It's been a nice trip down memory lane*, Scorpion -- but I've got an important lunch date, if you don't mind!"

(*C'mon, Marvellites -- Everyone remembers these two tussled way back in Ms. Marvel # 1, right? Rascally-Barry)

The punch was strong enough to take care of any response that the Scorpion might have had. He sagged in her grip and the blonde heroine shook her head. What is it with losers like you? How many times do you have to get beaten up and locked away before you start wondering if you should pursue a new career?

"Nice job, Marvel." Carol glanced up in surprise to see the Human Rocket, Nova, landed nearby. "I saw you and Scorpion in action but you'd taken care of it before I could offer a hand."

Carol smiled. "Thanks anyway, Nova. Actually you CAN help me out by turning this guy over to the cops. I'm late for lunch as it is."

"No problem, I'll take care of him."

"Thanks." Ms. Marvel launched herself into the air, leaving an admiring Rich Rider in her wake. He'd been a bit disappointed that Ms. Marvel hadn't been with the Avengers during the recent mess on the Moon*, but maybe if he ever took them up on their offer of membership...He pushed the thought out of his mind. "Nah, 'Nita would kill me if I ever asked Ms. Marvel out..."

(*Nova and the rest of the New Warriors teamed up with the Avengers in Avengers # 408-410. Crossover-Minded Barry)


Carol landed outside Rich's Eatery, a somewhat upscale cafe. She ducked into an alley and quickly pulled on a blouse and slacks, her Seventh Sense keeping a 'mental eye' out for any peeping toms. She was feeling a little bit nervous, though she was loathe to admit it. After what happened with Steve*, she wasn't sure she should have even agreed to this lunch. But Michael was an old, dear friend and when Jarvis had given the message that he'd called, she couldn't say no.

(*See last ish. Still-panting-after-reading-it-Barry)

She saw him immediately. Michael Rossi was handsome with a somewhat roguish smile, his short brown hair combed to the side. He had a kind of sensitive strength that could make lesser women weak, but Carol liked to think of herself as immune to that. The emphasis was on 'liked to think' as she'd fallen prey to his brown eyes before...


Michael stood up and wrapped his arms around her, laughing. "Carol...so you ARE back! When I saw you on television, I was confused." He pulled back and looked at her. "God...after what that little witch Rogue did to you. I never thought I'd see you again."

"Yeah, it's me, Mike. I've gone through a lot of changes since I last saw you..."

"Well, have a seat, Carol -- and start telling me about them."


ENIGMATIC INTERLUDE TIME (This is called foreshadowing, folks)


There was a flash of light and then consciousness. From nothing there came...something.

...Where...Am...I? The being looked about his surroundings and -- if he had still owned a face -- he would have smiled with joy. Earth. Earth...After all this time. Oh, how I've dreamed of this...At long last, I'm going to be back on top...


"So you have your memories but not the emotional component that went with them?" Michael lifted the cup of coffee to his lips and sipped, watching Carol.

She ran a hand through her long blonde hair and nodded. "That's basically it. Professor X managed to restore my memories but not the emotional ties that went with them. So I can REMEMBER being in love, for instance, but I can't bring back the FEELINGS that were associated with those memories. So it's strange sometimes. Eventually, I hope to get all my memories and feelings back -- until then, I'm not quite whole. But I'm close." She smiled somewhat self-consciously as he stared at her and she felt the twinge of guilt again. "I better go, Michael. But it was nice seeing you again."

He nodded. "Yeah, you too. Listen...keep in touch." He reached across the table and squeezed her hand. "I don't want to lose you for a few years again, okay? I'm in town for awhile on assignment...so let's get together again."

"I'll try, Michael." She pulled her hand away and turned to leave. When she stepped out, she let out a long breath. Carol, girl...How do you get yourself into fixes like this...



Steve Rogers cleared his throat and knocked again. He felt like a nervous schoolboy as he waited for some form of response. But it was quiet in Carol's room and he finally turned away and strode down the hall. Since their night together, he'd given a lot of thought to their relationship and he felt confident that they could make it work. But it would take time...and effort. He had been somewhat uncomfortable the morning after -- but his relationship with Bernie Rosenthal had helped prepare him for relationships in the 1990s.

"Are you looking for Ms. Danvers, sir?" Jarvis smiled at Steve as he walked past.

Steve paused and nodded. "Yes, Jarvis -- have you seen her?"

"Yes, sir. She was leaving in a rather bit of a hurry this morning -- she was having a lunch date with an old friend from SHIELD, I believe."

"I see. Thank you, Jarvis." Steve continued on, wondering if Carol was planning to reactivate her status with SHIELD in some way. Given all the changes that SHIELD had undergone in recent years, he wasn't sure if that was a good idea. Still, Carol was a big girl, he decided, and could make that decision for herself.


The black-clad form of Ms. Marvel hurtled through the air, the beautiful heroine still wondering about the odd tension that was in the air between herself and Michael. In some ways, it was different from the attraction between her and Cap.

She winced. Cap...It was hard to think of him as anything else. But he was Steve Rogers underneath that uniform and it was Steve Rogers that she was...what? Dating? Was that what they were doing?

She sighed, thinking of the many broken hearts that had resulted from Avengers' relationships. Perhaps mixing business and pleasure wasn't the smart thing to do...but Steve was earnest and strong. But that was part of the problem, she knew. Steve WAS strong...and, terrible though it may be, Carol knew herself enough to know that, when it came to relationships, she preferred to be in charge.

She was startled out of her reverie by the sounds of gunshots and screams. She set her lips into a tight line and changed direction, eager for action. When she was in battle, there weren't any painful relationships to consider -- there was only the joy of pitting oneself against impossible odds...and winning.

She flew fast and hard, coming to a sudden stop in mid-air as she stared at the figure flying towards her. She caught the figure with ease, looking down into the pained expression of Nova. "Looks like we meet again," she quipped.

Nova coughed and rubbed the side of his golden helmet. "Uh-huh." He shook off his daze and pointed down below. "I appreciate the save by the way...and I might need some help for the rest of this, too."

"What's wrong?"

Rich Rider pointed at the figure rising up on stilted legs towards them. "That."

He was struck -- hard -- and torn from Ms. Marvel's grip as the figure hit Nova and sent him flying. The figure turned his gaze towards Ms. Marvel next.

Carol was stunned. She recognized the mechanized figure immediately but was at a loss as to his actions. "Machine Man?! What's going on?"

Machine Man's eyes glowed with a fierce inner fire. His voice was cold and devoid of emotion. "The extermination of the human race is at hand."

His hand shot out and wrapped tightly around the Female Fury's throat and began constricting...


Ms. Marvel and Nova vs. Machine Man! And the Female Fury finds herself up to her thigh-boots in danger when the mystery of Machine Man's behavior deepens...Be here!


Welcome to my first issue of Ms. Marvel. I'd like to extend thanks to Van Plexico for restoring Carol to her Divine Ms. M identity. Now that the character is back on her feet again (both here and in the Avengers), I hope to continue the tradition that Van began -- namely, exciting action-packed stories with suprising villains and more guest-stars than you can shake a Kree Gene-Bomb at! Let me know what you think of my attempts so far.

Barry Reese
Write Me at aric_dacia@yahoo.com