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The final showdown with PROFESSOR POWER of the SECERT EMPIRE! Can the Defenders stop his plan to bring about world devastation?

Valkyrie and Moondragon cling to the outside of a Secret Empire satellite that is being launched into space. They hack at it but it won't stop. Moondragon finally destroys the satellite and she and Val fall to Earth. They are saved by Gargoyle and Angel.

Back at the launch base, Mad-Dog and the Mutant Force continue their attack, but are quickly defeated. SHIELD shows up to corral them. Seraph, who had helped them after revealing that she was a secret agent for the USSR, gets ready to go home, but Cloud wants to kill her for killing her own parents. Moondragon convinces her that revenge won't solve anything, and the others are once again surprised at Moondragon's empthay towards the girl.

They return to their base in the Rockies. Iceman and Angel are still both falling in love with Moondragon. Inside, they find Professor Power waiting for them. They fight and are losing until Moondragon makes him go insane--a move the others find ethically questionable.

After the battle they relax. Candy and Angel plan additions to their base, and Beast gets government clearance for the team and also sets up a tour of college lectures for himself.

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