If you're attempting to break into mainstream comics, you couldn't ask for a better rabbi than Brian Michael Bendis. Brian Reed's collaboration with Bendis in 2005 on both the "Ultimate Spider-Man" video game and "Spider-Woman: Origin" proved to Marvel that two Brians were better than one, and paved the way for Reed's run on "Ms. Marvel." Reed took a few minutes to talk with CBR News about the upcoming "Ms. Marvel Special," and what's in store for the character through the rest of Civil War and beyond.

The history of Ms. Marvel's alter ego Carol Danvers is nothing if not convoluted. In her capacity as U.S. Air Force pilot, Danvers met and fell in love with the late Captain Mar-vel. Exposure to a Kree psyche-magnitron imbued her with Kree-like superpowers, which marked the beginning of Danvers' career as Ms. Marvel.

After a brief but tumultuous stint with the Avengers, Danvers was attacked by then-evil-mutant Rogue in the infamous battle which resulted in Rogue inadvertently absorbing Ms. Marvel's powers and memories permanently. Professor X nursed the morally wounded Danvers back to health, and so began her short-lived association with the X-Men. On a mission in which the entire team was kidnapped by the Brood, the aliens experimented on Danvers, giving her nigh-limitless cosmic power. Danvers cut all ties to the X-men when Rogue enrolled in Xavier's School for Gifted Youngsters, and began a career as the space-faring superhero Binary.

After a time, Danvers lost her cosmic powers and rejoined the Avengers. But she felt like a shadow of her former self, and that insecurity drove her to alcoholism. Danvers resigned in shame, and the empathetic Tony Stark held her hand through her recovery. She then spent several years in the employ of S.H.I.E.L.D. and the Department of Homeland Security before the events of House of M inspired her to once again assume the mantle of Ms. Marvel.

This was where Brian Reed came in. "[Editor] Andy Schmidt gave me a call and asked what I would do with Ms. Marvel if given the chance," Reed said. "I pitched the idea of Carol Danvers realizing she wasn't being all she could be and giving herself the challenge of becoming the 'best of the best.' Andy dug the idea and gave me the gig."

"One of the first things I realized when I got the gig and started researching Ms. Marvel's past in detail was that there was no way in hell I was dumping that pile of history in the laps of new readers," Reed said. "I decided to mention what was relevant to any given story and leave the rest for another day. I'd drop in throwaway lines here or there to let longtime fans of the character know that I knew what I was doing, but I'd leave out anything a newcomer did not need to know to make the story make sense."

"A great recent example of this is Carol's history with Rogue," Reed said. "This is a character-defining moment for Carol and she wouldn't be the same if that bit of her history was ever written away or forgotten. But to bring that bit of history up before Rogue was in the book would have only served to confuse readers new to the character or comics in general. So I waited until issue #9, when Rogue finally came by the title, to delve into that history. And when I did get into it, I made sure to tie it into history from the new series as well so anybody new to the party had a way to get a foothold on the story."

"In the early days of her solo title, Ms. Marvel was writing and editing 'Woman' magazine for J. Jonah Jameson. Then, years later when she was living in Seattle, Carol was a published novelist," Reed said. In the "Ms. Marvel Special," one of Danvers' literary dalliances will come back to haunt her, when a young boy picks up her semi-autobiographical novel "Binary" at the New York Public Library and unwittingly manifests the book's contents into reality. Danvers enlists the aid of Wonder Man to contain the boy. "Anything aside from what the solicitation says will ruin the end of the story," Reed said. "I will say that what Ms. Marvel learns while encountering this kid is going to be of concern in the regular title, starting immediately in issue 11, which is out at roughly the same time as the Special."

Ms. Marvel fans may remember that in a recent "New Avengers" arc, Danvers absorbed a massive amount of energy and temporarily re-manifested her Binary powers. "I think what we learned that day was that Carol is a battery and if enough juice gets put in that battery, there can be flare-ups," Reed said. "We will be seeing something about Carol dealing with those Binary powers again, but it's going to be the end of 2007, at least."

When the seeds of Civil War were being sowed at the House of Ideas, word came down from up on high that Carol Danvers would fall on the pro-registration side. Reed credits his innate distrust of authority for his initial reluctance to the idea, but now admits that the mandate turned out to be a godsend. "I had to spend some time getting inside the head of this woman who would make this choice that was so opposite my own," Reed said. "And in the process, I really got to understand Carol Danvers even better than I had."

"Once 'Civil War' wraps up, we'll really see some fireworks in the life of Ms. Marvel that I had never planned before the war broke out," Reed said. "And because ['Civil War'] was such a curveball, it made the book better in the long run since I had to adapt and not just write what I was comfortable writing."

Reed begins his writing process with a decidedly rough draft. "I will just slap things down on the page, even though I know they suck, because it lets me get to the things that I know are solid and workable ideas. Then, once I get the framework up and have an overall rough draft, I'm able to go back through the story and focus on those bits that aren't up to par and bring them in line with everything else."

Ordinarily, Reed's rough scripts are for his eyes only, but his collaborations with Bendis have led to what Reed calls an "old-married-couple routine." Every time Reed sends his roughs to Bendis, the latter sends a note back saying "the general idea is good, but the dialog sucks and [you] totally have the characters all wrong."

Speaking of Bendis, Brian and Brian's latest collaboration is "New Avengers: Illuminati." "I'm co-writing it with Bendis and we're just having a blast," Reed said. "The challenge for me (aside from overcoming my habit of writing awful dialog and obviously not understanding the characters), is to make each page bigger than the one before it. Bigger in action, ideas, plot-- Something on page 2 will be bigger than page 1. And if we've done our jobs right, by page 22, your head will be spinning."

Reed told CBR News that he tends to write full-script. "But I always make sure to note that I'm open to tweaks or changes if the artist comes up with a cooler way of doing something," Reed said. And artist Guiseppe Camuncoli, who lent his talents to the "Ms. Marvel Special," had a significant influence on the book, as far as Reed is concerned. "Guiseppe really delivered something even cooler than I was imagining," Reed said. Reed's primer for the artist was, "make this look like [Jack] Kirby, if Kirby were starting out today." And Reed said Camuncoli did not disappoint.

"Issues 11 and 12 see Ms. Marvel coming face to face with the terrorist group Advanced Ideas Mechanics," Reed said. "What starts out as an encounter with a suddenly reactivated Doomsday Man (one of Ms. Marvel's oldest foes from way back in issue 2 of her original series) in issues 11 and 12, becomes the chance for Ms. Marvel to take on all of A.I.M. over the next four issues, and maybe even take down the man on top -- the big floating head himself, M.O.D.O.K.!"

Reed went on to tell CBR News what was in store for Carol Danvers in the aftermath of "Civil War." "Issue #13 is, for all intents and purposes, the first issue of 'Ms. Marvel' Season Two," Reed explained. "It is direct fallout from 'Civil War' and it lays the groundwork for the next year of 'Ms. Marvel' stories. We're giving a major tweak to the status quo, and I can't wait to hear what people have to say after they read it."

The "Ms. Marvel Special" and "Ms. Marvel" #11 both hit stands in January.

Now discuss this story in CBR's Marvel Comics Forum.