USM 29-45, UXM 34-39. A guy robbing banks dressed as Spider-Man accidentally kills Gwen’s dad, leading to her living with Peter & May & hating Spider-Man. When Peter discovers an old video tape of his family when he was a kid, featuring his childhood friend Eddie Brock, he reconnects with Eddie, who’s older and in college, and learns their dads were working on a cure for cancer called “the suit” when they died, and were possibly even killed for it. It’s not long before Peter accidentally gets covered in “the suit,” which becomes the Ultimate version of the black costume. A symbiote-suited Spider-Man makes even quicker work than usual of the Shocker before Peter learns the suit is making him crazy, gets rid of it, and Eddie inevitably becomes Ultimate Venom. MJ and Peter break up briefly, but the kids work it out. Prompted by Liz Allan, MJ tries out a bold new look for a house party that almost ends in the gang getting arrested. Minor appearances by the Wasp and Nick Fury. The mutant Geldoff starts blowing up cars to impress kids at school, leading to the first of 2 back-to-back run-ins with the X-Men. The 2nd team-up finds Wolverine being hunted by rogue government agents, getting help from Spider-Man and Daredevil, and no help from Black Widow before the rest of the team gets involved, with a cameo by SHIELD’s Dum Dun Dugan. A fun block of books! Well, obviously, the X-Men reference the famous cover to Giant-Size X-Men #1. It just slowly came to seem like a good idea to get the whole team in there, and wound up giving me somewhere to put the super-guest stars. Venom is based on a particular Bagley panel that, for my money, is the creepiest picture of Venom anyone ever drew, but not directly copied and not as good. Spider-Man is an unusual synthesis of styles for these things. I referenced a pretty classic Bagley kick, but the picture I used was in the black suit, so I had to invent most of the detailing. Thus, it’s part Bags, part me, which is fun.