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Kitty Pyrde has transfered to Midtown High. Things are awkward. The entire school is both excited and nervous about having a mutant and former X-Men there. The questions become too much, especially when they turn to her dating Spider-Man. She says they're not dating and finally decides to just walk out of class through the wall. All the stares in the hallway just make things worse.

Later at the bleachers, MJ asks Peter if he knew she was transfering there. She says that he should talk to her. She asks if he's going out as Spider-Man later and he says he has to watch over his aunt.

When Peter finally talks to Kitty about their break-up, she is understandably bitter. He asks why she left Xavier's and she tells him how she wanted the Professor to erase Aunt May's memory that he was Spider-Man. Peter says he's happy that the Professor didn't. He says you have to take responsibility for things that happen. When he tells her how he almost lost MJ and that he made a mistake, Kitty just becomes more angry for being referred to as a mistake. Once again, she leaves. As MJ watches all this from a distance, her hand is shaking and appears slightyl claw-like.

Aunt May is still recovering from her heart attack in the hospital. After a while, Peter can't just sit there. He has to find out what Daredevil plans on doing to the Kingpin.

Kicking himself for giving in to the urge, Spider-Man find

Daredevil and his team, consisting of Dr. Strange, Moon Knight, Iron Fist, and Shang-Chi, on a rooftop. Daredevil plans to take down the Kingpin, permanently. Spider-Man says that won't accomplish anything because soemone else would just take his place. They are not all comfortable with the idea of killing the Kingpin but don't see it as a totally bad thing. Spider-Man tells them that if they go through with it, he's gonna tell on them to Nick Fury. They finally decide that the best bet would be to try to infiltrate his organization. One of them could pose as his bodyguard. It comes down to Moon Knight to create a new identity. Dr. Strange says he can help to alter his appearance. Once he's in, they'll try to destroy his day to day operations.

Later, Iron Fist is talking to Kingpin. He tells Kingpin about the plan. Apparently he's made some sort of deal to avoid going back to prison.



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Dang, do I just love Ultimate Spidey! 0

I eat these issues up each month like a starving man'd eat crackers. Spidey is definitely one of my all-time fav's. He just might be my number one. It's close. I don't care what people say about Bendis. Seems people either love him or hate him. I don't get that. Sure he's written some incidents that have ticked me off but overall, it's been all good.With Ultimate, it's like going back to when I first started buying comics. I spent all my money buying all the back issues and Marvel Tales ...

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