Cover pencils by Dave Cockrum, inks by Joe Rubinstein. "In Manhattan, They Play for Keeps," script by Don McGregor, art by Tom Sutton; Paladin has been hired by Marsha Conners to protect her; Defending her from being abducted by armed gunmen, he then confronts Phantasm, who turns out to be an old lover of Marsha's; He has modeled his costume on the original Mr. Fear; He is also dying of radiation poisoning; Paladin, going against his established customs, succumbs to his attraction to Marsha, and vice versa; Phantasm causes a blackout, and is able to get the drop on Paladin. and, during a Chinese New Year's parade, managed to render the villain helpless. 36 pgs., full color. Cover price $0.35.