Pause the main story for this annual that came out way before it, believe it or not, because this is roughly where it goes. Well, the secret’s out right on the cover, which is why they kept it a secret in advertising. Spider-Man’s getting a new gal, and it’s Kitty Pryde. This was something you couldn’t do in the main comics due to the age gap, so it’s another way the Ultimate U can distinguish itself. While its original purpose was to provide an easy entry into the Marvel canon, the feeling by now is largely that the mainline books are just fine on that, so as time goes on, doing things you couldn’t do in the main comics really becomes a focus for this line. Bendis is gonna hit the ground running on this in USM and elsewhere. But, anyway, this issue. This is the first USM comic drawn by someone other than Bags. Not a regular issue, but it still counts. And it’s handled by Mark Brooks, who we saw doing flashback stuff in those dreadful ASMs with the fake Molten Man. To be honest, was not a fan in this period. I found Brooks’ faces blocky and rectangular. But a few years hence, he’ll reinvent himself with a semi-realistic, lushly painted style and become a highly sought after cover artist, so at least I can say he gets a whole lot better. A similar arc to Steve Epting, actually, whose jagged, blocky people were a turn off in 90s Avengers comics that didn’t hint at the cool, photoreal style he would redefine Captain America with a decade later. Brooks will handle 2 annuals for this title. I guess they thought his style was pretty simpatico with Bags. It’s not totally off the mark, tho it owes more to the faux manga thing from the late 90s than to any of Bags’ influences. Curiously, Jamie Mendoza is the inker, while Scott Hanna is credited with “additional finishes.” Will we be able to tell where? And Dave Stewart colors. We open on Kitty Pryde doing silly medieval fantasy stuff in the X-Men’s Danger Room with Nightcrawler and Colossus, internally complaining that she’s not in the mood before she bounces. Then we go find Spider-Man saying he’s not in the mood for what he’s doing, either, except he’s fighting Rhino. This is Rhino appearing for the THIRD time if we operate under Bendis’ assertion that the PS2 game is canon, but really, probably the 2nd time. And it’s not going well. And Rhino inexplicably has such a dark face I don’t think he’s even meant to be black, he’s just, like, very dark.



Like, he defeated Rhino more or less the same way as in the PS2 game, but he’s seemingly doing it for the first time. Back up in Westchester, a sullen Kitty Pryde is thinking she’s the loser of her school, the only one who doesn’t fit in while bemoaning the end of her relationship with Iceman, as back in Queens, Peter Parker is thinking he’s the loser of the school, the only one who doesn’t fit, while bemoaning the end of his relationship with Mary Jane. Laying it on a bit thick! Back at the mansion, Jean Grey comes to see her moping friend, and reads her mind that she wants to see “him.” Jean says Kitty doesn’t even know him, Kitty says she loves him. She just wants to talk to him.

Panel one is a screenshot of Bendis’ message boards, the same one I posted on. And that’s Tom Beland, of Web of Romance, disparaging Spider-Man. Presumably they just made this forum us regular folks couldn’t see, posted on it and screenshotted it for this. Why not? Anyway, look how weird and blocky Peter especially looks. I actually love it when artists who did stuff I Didn’t like become people I do like. I love positive growth, and who knows, maybe even I could one day be doing good stuff if people like Mark Brooks could transform so completely. There’s a lot of artists whose stuff I didn’t like who changed so much I became a fan. Brooks, the aforementioned Steve Epting, Dan Panosian, Joe Bennett (Until he revealed himself to be a scumbag), more I’m sure I’m forgetting. Even Mike Weiringo, really. His early-to-mid 90s stuff did not do it for me, but I was a huge fan by his untimely passing. Travis Charest started his career doing a blatant, embarrassing Jim Lee impression, except he drew everyone with a comically round head, and he went on to be one of the most impressive artists in comics. All-time greats… Bill Seinkewicz started out ripping off Neal Adams, Barry Windsor-Smith started out ripping off Jack Kirby… Growth is awesome.


Cute! They both hang up very excited, and Peter googles pictures of the X-Men to check her out some. So, then, tomorrow, Peter gets out of school and there she is. She says she’s been here 4 seconds and hates everyone as we see a nerd getting a wedgie who looks suspiciously like whathisface from the flashbacks Brooks drew in ASM, which is a nice touch. And then, being teenagers, they end up at the mall.


It’s just so funny to me that this “loser” Peter Parker is always hanging out with some pretty girl. From Liz trying to kiss him way back in USM 4 to dating MJ to hanging out with Gwen to this. It’s not really selling his loser-ness, is all I’m saying. Anyway, I can’t remember… Either me or someone else on the forum, when Peter outed himself in Civil War, one of us put that 5th panel in our message board signature. “What kind of selfish evil scum would I be,” indeed. Still makes me laugh. Peter catches himself and doesn’t want to be complaining about MJ, but Kitty really wants to know, so he explains before asking about her, so she can talk about splitting with Iceman. Except she has it worse because they still live in the same building. Then Flash throws something at them, and Kitty asks if they can go somewhere Flash isn’t. So, Peter takes her up on a roof… somewhere. The Bugle? Where they can see the Triskelion, and they bond over not liking Nick Fury, and then Kitty just comes out and asks if he literally can’t date anyone, or if a mutant who could take care of herself counts. Then she gets embarrassed and phases through the floor to run away.


I’ll say this, Brooks may not be my guy in this time, but he’s among the incredibly rare few comic book artists of his time who drew teen girls that looked like teen girls instead of supermodels, so full marks for that. Kitty is pretty (That’s hard to say), but she’s not sultry and barely dressed and 25-looking, like she would be if Frank Cho drew this. Well, you’ll never guess, but that explosion was the Shocker. He’s doing it again. This runner was very funny and is now maybe getting tired. Especially since it was in the PS2 game, which, if in canon, came out a mere 2 months ago, and it hasn’t been a year since the Freaky Friday’d Spidey & Wolverine did this bit. Well, they do the bit. Except this time, Kitty confronts him, proving he can’t hit her with his zaps, then showing him how her phasing ability breaks electronics like his gauntlets. Then she says whatever you do, don’t look behind you, and Spider-Man chases him into a web. Kitty says, “Ladies & Gentlemen, the Amazing Spider-Man!” to the assembled onlookers.







For some reason, Peter Parker using Outlook is weird to me. Microsoft Office costs money, I’ve never had it on my personal computer in my life, and he’s a perpetually broke teen. Anyway, how bout that? It’s new, it’s different, it’s like if the original Peter’s relationship with Black Cat wasn’t agonizingly dysfunctional and awful. I was all for it at the time, and still am. A very cool development. But whither Mary Jane? She’s such an important cast member. Much like OMD happening in the main books (Some 2 years after this), the thought of Mary Jane not being part of the book anymore is a bummer. But this is different. They didn’t get divorced, they just ended a high school romance. And she can’t be shuffled off into the sunset because they still go to school together. This is a better situation.
