Super-Villain Team-Up / Modok's 11 #2

MODOK drills his minions on the plan to infiltrate the extraterrestrial Infinicide fortress and steal their Hypernova power source. Mentallo implants false memories into Chameleon to help him enter the Infinicide base, but when Mentallo realizes Chameleon is an imposter the Chameleon transforms into the Ultra-Adaptoid and seemingly kills Mentallo. The real Chameleon went to AIM and sold MODOK out to them for money. MODOK's team heads to the Infinicide, unaware of the Adaptoid's presence.