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Following her defeat at the hands of Grotesk, Ms. Marvel plummets into a cavern, and is recovered by AIM who try to give one of their agents Ms. Marvel's powers, however when this doesn't work, they try to condition her mind to be loyal to AIM.
With M.O.D.O.K.'s help, AIM tries to brainwash Ms. Marvel into servitude by trying to make her fall in love with M.O.D.O.K. However, Ms. Marvel manages to break free of her conditioning and breaks herself for free and fights her way to freedom. Escaping she finds that AIM's hideout is hidden beneath a department store. She changes back to Carol Danvers and makes her escape, planning to go back and get revenge on M.O.D.O.K. and stopping AIM's operation in the near future.
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