Writer Brian Michael Bendis

Penciler Mark Brooks

Inkers Jaime Mendoza

Additional Finishes Scott Hanna

Colorist Dave Stewart

Letterer Chris Eliopoulos

Cover Artist Mark Bagley and Richard Isanove

Cover Dated 2005

oh man, I love this issue so much!

If I knew any students and had access to a camera, I would love to make this into a movie.  Or if I had the script too!  It is essentially a talking issue with a few special effects that one can tone down for a simple project.

When this issue came out, the Joe Quesada Message Boards were still a thing and it was awesome.  Here is the solict:

ULTIMATE SPIDER-MAN ANNUAL #1
Written by BRIAN MICHAEL BENDIS

Penciled by MARK BROOKS

Cover by MARK BAGLEY

“MORE THAN YOU BARGAINED FOR”

Spidey goes toe-to-toee with some old foes – and winds up with a new girlfriend! Who is she? Let’s just say she has a familiar face. How did this happen? Well, one way to find out-and here it is! This is a story that will have long-lasting ramifications, not only for our friendly neighborhood wall-crawler, but for… well, THAT would be telling!

So who was going to be Spider-Man’s girlfriend, who could it even be?  It could have been anyone.  Then, and this may be the post that ruin the Internet for me afterwards, and I wished I knew who it was, but a friend posted on there once the issue came out (or once the cover was revealed) that Ultimate Kitty Pryde was going to be Ultimate Peter Parker’s girlfriend and it was awesome.

This and Kitty’s appearance in Grey’s End, when Bey over at the JQ boards (as we called it) letting me know she was in it, pretty much set up that if Kitty showed up in an odd comic, that I wished someone would let me know.

Over at the X-Boards of CBR, Kaiolino, has been a great guy helping me know which issues I need to buy or add to my wishlist!  He’s super helpful over there!

So I’ve been reading Ultimate X-Men exclusively in trade format, which worked for me.  I had it in my head that Ultimate Kitty Pryde was separate from Kitty Pryde, so I wasn’t going to collect her appearances like I would with the Proper Kitty Pryde.  But I feel in love with the way Bendis wrote her and I made the huge decision to start collecting Kitty.  This was in 2005, so I was still very much single and had the money to burn and spend on back issues.  I had started with her first appearance in Ultimate X-Men 21, then I was going to buy only the comics she was on the cover of.  Which didn’t take long as I believe she was only on ten to fifteen of those.  From there, I’ve been picking them off as I get a chance.  Luckily, they are pretty cheap, its just getting permission or a gift card to Mile High Comics that is holding me back.  My last boss got me a hard for $50 and my mother in law got me a $100 gift card two Christmases ago and that was an awesome two months!

I also feel in love with Dave Stewart’s coloring with this issue as there are scenes that just pop out and whenever I think of this issue, whichever scenes I’m thinking of, I can see in full color in my mind’s eye.  He is so great on this issue.

Then there is Mark Brooks.  I wish he did more comic work!  Apparently he started doing busts and I wished I can find a better image, I had one closer to when the story came out but here is his sketchbook of busts he was hoping to make, I believe only the Scarlet Witch and Dagger has come out and Slideshow Collectibles has stated that the Kitty Pryde statue isn’t going to be coming out.  Here is what it would have looked, ideally, like:

I would have bought it that day it came out too!  Oh the era when I had money and no one to pass my high ticket purchases by.

Reading this again, this is such a well written comic, with a truly wonderful structure.

This is by far one of my favorite comics of all time.  It definitely is the comic I have reread the most, that wasn’t drawn by Paul Smith.

I also own this digitally.  At SXSW 2013, Marvel announced they were going to make 700 issue number ones completely free, I jumped at taking advantage of it and downloaded mostly X-Men issues and I think I got around 40 to 50.  Now I wish I got more but the comixology app on the Kindle only allows maybe twenty comics at any time and it is a real mess to try to upload more comics as there is no way to tell which ones you are about to lose in your library for the time being.

I really like reading the digital copy, there is a sequence that I feel whoever scan it or directs that process, really took the time and captured it exactly the way Bendis would have wanted it to be paced and read, I’ll point it out when we get to it.

Enough gushing for the moment, onto the issue!

The issue opens with what will turn out to be a Danger Room session.  Kurt and Colossus are dressed like Lord of the Rings characters and they plan on saving Kitty from the giant purple dragon, which is also the closest we have ever gotten to a Lockheed appearance in the Ultimate Universe.

Kurt is Legolas, get it? as they are both elfs?  Though Ultimate Nightcrawler is nowhere near as fun as proper Nightcrawler, in fact, Ultimate Nightcrawler is typically a depressed soul and later, super creepy stalker type, but I can see why Bendis went this route, plus it is early Nightcrawler.

Kitty tells Kurt that he is cute when he is being an uber geek and leaves the Danger Room.  The last panel is Colossus telling Kurt that cute is good.  Which cute should be the title of the comic as that is also a recurring theme of the issue.

Kitty’s inner monologue, done in yellow or gold caption boxes, compared to Spider-Man’s blue caption boxes (which I like as that is the color associated with the character – the main color of their uniform – that’s how I took it).  Kitty doesn’t understand why being an X-Man means that she has to be an X-Man all the time, every minute of the day.

It is an interesting take on the X-Men, especially young X-Men.  Why would you want to stay at a mansion, all the time, and the only time you ever leave, is to have someone try to kill you?  In the proper Marvel Universe, the Original Five X-Men made a point of going to Harry’s Hideaway and getting out and being social, not at the mansion.  These Ultimate X-Men don’t really do that, or we are not shown them doing that.

Kitty tells them that she is going to go off and do some homework.

Kitty isn’t in the mood to do this today.  Which is a great opening format.  Kitty gets a splash page on the left page and the right page is proper panels.  Then the next two pages, is Spider-Man against the Rhino and he is also not in the mood for this today.  Then the right page is proper panels.  This issue is full of duel techniques like this, which is a great way to show that both characters are essentially in the same place.

Spider-Man is fighting the Rhino and his inner monologue is about how he can’t go across town without having to fight someone in a giant animal costume or armor.  The poor guy just wants to be able to go home and do his homework.

Spider-Man is impressed with the Rhino’s armor.  The Rhino is not giving him any banter, so Spider-Man can’t figure out what is happening here.

The Rhino throws Spider-Man throw a building.  By the time he gets back to the window, the Army has gotten there, which Spider-Man feels great about as it means more people he has to save.

There is an ad for the PS2 Ultimate Spider-Man game, that essentially has this entire section of the comic in it, as you fight the Rhino and defeat it just like how Spider-Man does in the comic.  He gets a giant pipe, knocks open a door and destroys the operating system for the armor.  The Rhino is defeated.

I know 2005 was almost ten years ago but there are ads here for video games that are all either XBox or PS2 (and the GameCube) and it feels like the comic shouldn’t be in that time period, was it really that long ago?  That Ultimate Spider-Man game was pretty fun, Wolverine shows up in it and I really wished Kitty would have as well.  You got to play switch from Spider-Man to Ultimate Venom.  I never beat it as there is a level where you play as Venom, and you are chasing Electro throughout the city and it is a timed race.  I am lousy at those sequences, and could never get pass it.  One of those things, where I’ll make a small amount of progress and then the timer will run out and I’ll have to start over from the beginning.  My favorite part of the game is that it felt like you were actually playing a Mark Bagley drawn / Bendis written interactive comic.  Which was the point of the entire thing, and it excelled at that.  I would play the first several chapters for that reason alone.  I also didn’t care for the Venom portions.

Spider-Man wishes he could incorporate some hydraulic suspension AI technology into his webbing but he can’t as he isn’t a billionaire.

One of the army soldiers comes over to Spider-Man to make sure he is okay, Spider-Man asks what this was all about.  Apparently the Rhino suit was a military prototype.  Then a soldier that I’m sure is suppose to be General Ross (but isn’t named) tells the soldier to stand down and to stop talking to Spider-Man.  Ross turns to Spider-Man and tells him they need to take him in for questioning.  Spider-Man tells him, like that will happen, and swings off.  I wonder what that conversation would be if he had just went with Ross.  Gotten a nice meal, and became an ally of the Army.

At the X-Mansion.  Setting up another similar thought process, Kitty is inner monologue-ing that she is the loser of the group.  Her, of all people, she can’t believe it.  In a group that has Wolverine, she is the odd man out.  She sees Iceman having a good time with Kurt and hates him for it, as she and Bobby have recently ended their not-quite-a-thing-relationship as he never got over Rogue.

The X-Men are having a barbeque, which is nice.  Storm turns to offer Kitty some potatoes, not mashed potatoes or potato salad, unskinned potatoes.  Kitty had already phased through the ground, being done with the scene.

At Midtown High School, it is also lunch.  Peter is having his own inner monologue of the same topic.  He is the loser of the school.  He, Spider-Man, is the loser.  He sees his classmates all enjoying each others’ company.  If they knew he was Spider-Man, would they like him then.  There was a movie based off of him that came out and he knows all of his classmates saw.  He got no money from it.

He’s making a reference to Hollywood, an arc that would have been a year old at that point.  Where movie producers used real footage of a battle between Spider-Man and Doctor Octopus to save on some money.  I imagine Doctor Octopus also got no money from his appearance.  It was a clever tie in to Spider-Man 2.  They even got Tobey Maguire to play Spider-Man’s alter ego, which I wonder how that went over.

Peter turns his attention to the ladies.  Would they date him if they knew he was Spider-Man?  Well too bad, as he can’t date anyone as they would just be killed due to all the craziness in his life.

Just then Mary Jane walks right pass him, and joins who appears to be Liz Allen and maybe Flash.  If it is Flash, that is pretty insulting.  MJ and Peter broke up as she was almost killed by the Green Goblin, as well as Gwen was killed by Carnage (she gets better via a clone – they don’t bring it up after the initial arc).

Peter gets up and leaves.

At the X-Mansion.  Kitty and Jean have a nice chat.  It is this seen that I’m realizing that Brooks does some nice lady hair.  There is real depth there and it doesn’t just seem like a wig, or something.  I don’t know, maybe I am not suppose to notice that (or reveal that I noticed it – but I did).

I like that Jean took the time to check in with Kitty.  There is some nice telepathic conversations that we are not privy to but the dialogue carries things nicely, but what is missing is clearly being done telepathically.  It is a wonderful use of Jean’s ability.

Jean tells Kitty that Kitty needs a boyfriend.  I wished the word, needs, wasn’t used but, want, instead.  That’s just me.

Jean tells Kitty that she will find someone.  Kitty repeats the whole, every new person they meet – wants to kill them.

Kitty then calls Bobby a jerk.  Jean tells her that he isn’t a jerk, she didn’t even like him, really.  He was just the available boy.  Kitty repeats that Bobby is a jerk for not liking her anymore.  Kitty liked that Bobby liked her.  Jean is about to comment on how that is just sad but she chooses that she doesn’t have to say it.  Next, they look at each other.

Jean tells her it isn’t a good idea.  Kitty tells Jean that she likes him so much.  Plus, Jean read her mind without permission.  Jean didn’t need permission as Kitty was practically shouting it at Jean.

Kitty wants to know why it isn’t a good idea, he’s a good guy.  Jean tells her that she doesn’t even know him.  He’s a guy in a mask to Kitty.  Kitty corrects her that she knows know him, he’s a good guy and he’s a cutie in a mask.  Kitty confesses to loving him so much!  Which I’m sure she is just saying to try to get Jean onto her side.

Kitty reminds Jean that not only have they met him, Jean has been in his mind, so Jean should know that he is a good guy.  Kitty just wants to talk to him.

They, of course, are talking about Peter Parker.  They met him during the Irresponsible arc (issues 40 through 45) – which at the time, was my favorite Ultimate Spider-Man arc.  It was the arc that first introduced Geldoff, the boy from Latveria and the Ultimate Universe’s first new character.  This is two years prior to this comic coming out (though I wonder if Bendis got the idea for this relationship then and has been building to it, slowly – thus, earning it).

There is a funny moment when Jean tells Peter that she appreciates that he is the first boy she has met in a while that didn’t immediately imagine her naked.  Then the next two panels are of course, him imagining her naked and her being disappointed.  He never would have thought of her though, except she put the thought in his head.

It really is amazing that Bendis didn’t write more of the Ultimate X-Men in their own title besides that one arc that he did.  Which he wrote Blockbuster and New Mutants.  Blockbuster was meant to be the movie we could never see, Wolverine, Spider-Man and Daredevil in a high adventure.  New Mutants introduced Emma Frost and her school, plus Dazzler.

After Irresponsible, Spider-Man interacted with the X-Men another time when Jean switched his mind with Wovlerine’s mind, to teach Wolverine a lesson.  That was issues 66 and 67.

Then over in Ultimate X-Men 56, Kitty is shown having a crush on Spider-Man, as she has posters and pictures of him around her room.  Which that issue came out three months before this issue.  We’ll get to reviews for all of these eventually, I swear.  That is some good synergy!

At the Parker House.  Peter has finally made his way home.  He has made the mistake of going online to see if anyone is commenting on the Rhino versus Spider-Man fight.  Peter has found a message board, and Bendis loves his message board!, and some guy is ranting about how Spider-Man should have let the Army handle the situation, they didn’t need Spider-Man there.  The poster then goes on to call Spider-Man fat a bunch.

This entire four page sequence, is when the comic won my heart.  Also, where the digital comic does its job the best.  I like to read those comics panel per panel, and the way it moves from panel to panel, with showing two panels at a time and letting the moment play out.  It is terrific!  If you ever wanted to try out a digital comic, I would highly recommend this one.  Only $1.99 so it is worth a chance.

The dialogue that is coming up is also a delight, there is some great unspoken energy and it really captures what a real phone call is like, with people talking over each other and wanting to say more but also letting moments drop.  Such a great comic!

Before we get more into the scene, so I have read this comic a bunch.  Every time I get to this sequence, I always read it wrong, with the traditional left to right panel and then down the same page but this page, the art doesn’t quite tell you to keep going from left page panel to the same row on the right page and continue down as such.  Luckily, the dialogue clearly tells me that I have read it wrong and I feel embarrass and course correct.

So Peter is reading this website, not believing that someone out there is so mad at him for helping out.  Then the phone rings.  Peter answers the phone, and there is silence and he hangs up.  Cut to Kitty with both Jean and Storm smiling and laughing at her, as she froze.

The phone rings again, and I have to imagine that Peter is no stranger to prank calls – so he answers the phone like a guy use to it with a stern, hello!  Kitty finally speaks up, and starts talking to him.

I sort of just want to post the two pages as I love them so much!

It is like that but so much more of it!

Actually, the nice fellow has the entire page on his blog, so I’ll just link to him instead of stealing his images :

http://eyzmaster.blogspot.com/2014/04/comicpageoftheweekend-back-when.html

Thanks Eyz, for hosting those images!  His blog, G33K Life, is pretty good and well informed.  Check it out!  Plus, you get an entire scene from this great comic, how much better or more can you ask of a site!?!

(Actually, on June 29, 2015 – I had to get new images as his site no longer had them, but I figured the guy deserves a good plug)

In case you don’t go, I’ll just break it down.

Kitty tells Peter who she is, he remembers her.  She pauses, she hasn’t rehearsed it in her head how this was gong to go.  Which is what I do and I still leave the worst voice messages you can ever hear.

Peter wonders how she got his number, she tells him through information.  Kitty wants to know if he is doing anything tomorrow, he tells her just school.  Kitty wants to know if he would like to hang out with her.  So this is going well for her until Peter’s next line.

Peter wants to know if he is going to hang out with all of the X-Men, to which Kitty has to take a beat and has to finally tell him her motivations.  No, she says, with just her.  Peter still is thinking about the X-Men, so he wonders if they are having another problem with Wolverine.  She tells him no, Wolverine is fine, she just wants to hang out with Peter.

Peter, finally gets it through his dumb head, and overly excited, tells her, yeah, he would.  This puts a smile on Kitty’s face – always a good thing.

Kitty asks if Peter has a girlfriend (good move, Ms. Pryde!), he tells her no.  She reconfirms it (as Bobby was still e-mailing Rogue during their entire short lived relationship) and Peter tells her that he did have one but not anymore.  Kitty apologizes for how weird that question was, Peter fully understands (also a good indicator of what Kitty might be getting at).

Then Peter has this great awkward moment of having to ask Kitty to not come in costume or uniform, or whatever they call it.  Kitty happily, tells him of course she wouldn’t do that.  He’s had too many close calls, so he’s looking out.  Kitty was there for a few of those.  They both smile at how foolish Peter has been in his hero guise.

So they will meet up around 3:30pm the next day.  Which, is that when High School got out for me?  I feel like it probably was but its been 14 years and I’ve been so use to the idea of 8a to 5pm but I think school was probably 8a to 3p, maybe.

Peter ends the conversation for calling him like she did, it was very cool of her.

I love how pleased they both are with their conversation and themselves.  Kitty, proud that she made the phone call that could have been super embarrassing.  Imagine if he didn’t know her actual name and was like, who?  The X-Men?  Which one?  The brunette?  With the sucking powers?  Oh, the phasing one, cool, yeah, I like you too.

They also look pleased with how the next day should go.

I also like how Brooks draws Peter, almost a little older than the high schooler he should be.  Like he’s been weathered by his hero experience.

Peter gets the bright idea to Google, X-Men.  There is a picture of Kitty, Storm, Colossus, Angel and Nightcrawler.  Who took that picture?  Are they really the poster children for the X-Men?  Maybe if Nightcrawler wasn’t there, and Jean instead, then it would be the ‘normal’ looking ones, except for Angel’s wings but who doesn’t like wings on a man?

I’m not sure what Peter does next after taking a closer look at Kitty and smiling.

The next day, shortly after 3:30pm.  Peter comes out of the doors, looking around.  One of the panels, is this great expression of thinking that she isn’t going to show – poor Peter always expecting the worst and when it happens, just accepting it.  Then when he sees Kitty, he is all types of smiles.

Kitty’s opening line is that she has been there for four seconds and hates everybody already.  Peter jokes that she has now learn everything there is about high school.  They both tell each other that there is no plan.  Which, really, Peter should have had a plan.  Kitty did the hard / embarrassing part of asking him out, he could have done his role of finding something for them to do.

We see a young man being bullied, this is the Ultimate version of Charlie Weiderman, from JMS / Deodato’s Skin Deep storyline from Amazing Spider-Man.  He was bullied worst than Peter, and was at the same science fair Peter got bit by that infamous spider.  I think of him as a modern day Molten Man.  This story came right after Sins Past, a storyline I should really have dropped the Spider-Titles afterwards.

Kitty wonders what these other people do after school.  So they go to the mall.

Kitty is shouting, corn dog on a stick!  Which, is the whole concept of a corn dog, do they make them without the stick in Chicago?  Kitty makes a bad joke about once the mutants take over the world, they will spare the life of the inventor of the corn dog.

Peter freaks out and asks if mutants are taking over the world.  Is he mutant-phobic?  He definitely comes off that way, but I doubt it.  Kitty has to tell him that her comedy sucks, but really, he is in the wrong there.

Google tells me that Sylvia Schur is the creator of corn dogs but then her Wikipedia page doesn’t state that.  hmmmm, she died in 2009 and mutants never took over the world so I think we are save here.

Peter wants to know what Kitty’s motivations are for this day.  Kitty tells him that she has no friends.  Peter doesn’t have any either.  Peter tells Kitty that the Human Torch has told him that he also has no friends.

Then Flash Thompson and Kong show up and start harassing Peter by elbowing him.  I wonder when Kitty first started dating Kong, if she brought this up to him.  Kong’s relationship with Kitty really did make him a better character.  As does her dating Peter make him a better character.

Kitty tells Peter that he could wipe the floor with Flash.  Which gives Peter a great opening to express his world view.  He could get twenty seconds of peace but it will be followed up with ten years of pain and heartbreak.

Kitty tells him it might not be like that but he tells her it already is.  People hate Spider-Man and they don’t even know who he really is.  He tells her, he lives with his Aunt May and her life will be in danger, all the time.  The few people who do know his identity, half of them are villains and his school has been attacked on a pretty regular basis.  Who is he to put all of those people in jeopardy.

Peter ends this monologue with stating that is why he had to break up with his girlfriend, she wouldn’t stop putting herself in danger or listening to him when he told her to go and hide.  He begins to go on but realizes, aloud, that he should stop.  Kitty tries to encourage him to continue.  Peter tells her this great thing about how you get a voice in your head to stop whining and the person you are speaking to, isn’t interested at all and he should stop.  Which I completely get that!

Kitty tells him to silence those voices, she was actually interested.  Kitty wonders if his girlfriend knew his secret.  He tells her that Mary Jane did.  He goes on about how Mary Jane has been almost killed and she wasn’t being careful at all.  He couldn’t handle the responsibility of protecting her from herself and had to break up with her.

I sort of wish Peter used that to bridge his life philosophy of great power comes great responsibility but he doesn’t get a chance too.  Or it was never going to go in that direction.

Peter asks what Kitty’s situation is.  She asks him if he knows who Iceman is.  Which I like how Peter (maybe subconsciously) asks if that is the snowball guy on her team.  Just instantly wants to put himself in a better light than her exboyfriend, and score some easy points.  I get that, as well.

People talk about, and I was one of them, how amazing Ultimate Spider-Man 13 was, the issue where Peter tells Mary Jane that he is Spider-Man and they kiss and start dating and I have to say, that this issue is the superior issue.  Like Bendis got to try out his tricks on that issue and now, years later, is an even better writer so can really knock the issue out of the park.

We get Kitty’s first use of the term, tool, as she describes Bobby to Peter.  She hates how she can’t break up with him and just never see him again.  Peter tries to relate by telling her how he has to see MJ at school and in classes still.  Kitty tells him it isn’t the same as he gets to go home at one point and not see her, Kitty doesn’t have that situation with Bobby, he is always around.

Ruining the moment, food and trash comes crashing onto their table.  The two turn to see Flash and Kong laughing it up.  Kitty would like to go where those two can’t be.

I love so much how Peter’s response to that is to take her to a rooftop with a very romantic view of the harbor.  Peter asks if the wind is an issue for her, being cold and all, she tells him it phases right through her.  Which is cool, and I never thought about Kitty using her power like that, even on a subconscious level.

Peter points out the Triskelion, where the Ultimates live.  Peter asks if Kitty knows Nick Fury, she tells him that Fury is a tool.  Peter, feeling safe to share now, tells her that he punched him only a few weeks ago, knocking his eye patch right off.  Kitty wonders why he punched him, and Peter tells her that Fury was being a jerk.  Kitty says, tool and Peter repeatedly uses the word, jerk.  They were meant for each other.  Also a nice call back to the proper universe version of Kitty and her famously calling Professor Xavier, a jerk.

There is a nice silent panel, as Kitty is thinking or building her confidence to ask the question.  Stewart does a great job with the coloring here, it is dusk (or so) and Kitty looks great as does the cityscape.

Kitty asks if Peter was being honest before, about not being able to date anyone.  Peter doesn’t think he can, as he can’t protect her from danger.  He says, that person, as if maybe he could date a man.  Kitty asks what if he dated a mutant who could protect herself from danger.  I love how fast she is to pull away from him and start phasing through the ceiling.  She just embarrassed herself and I just love the pacing of it and Peter’s face.

It looks like Kitty phased all the way down to the sewer.  She calls herself an idiot and tells herself that she fought Magneto, and to get back up there.

Kitty phases back up to the ceiling as Peter is muttering to himself if he should leave.  Kitty tells him to not leave.  She apologizes for being so forward (which I like in a lady).  Peter tells her to not be embarrassed, it was an excellent point, that he hadn’t thought about it before.  He is not freaked out.  She calls herself a spaz.  He thinks she is quirky.  Kitty asks that quirky is french for … ? Peter tells her it is french for cute and Kitty tells him cute is good (which is a call back to the very second page of the comic, that’s how you pay that off!).  Peter agrees cute is good and they are about to kiss!

Just then an explosion happens!  Instead of completing that kiss, Peter dons his costume.  He wants to know if Kitty is cool with waiting until he gets back.  Kitty tells him she will come with him.  Without missing a beat, he tells her that it is dangerous and he can’t protect her (it is clearly something he thinks about a bunch!).  She tells him that she doesn’t need protecting and phases her arm through his chest.  He forgot about her power and she jumps on his back as they websling, letting out a ‘whoooo woooo!’

Ultimate Shocker, the running joke of Ultimate Spider-Man, is robbing a bank.  He is blasting at police officers.  I really like the character, he was always fun.  I no longer own his original three appearances but his later four or so are so much fun.  He shouts that he isn’t joking this time, he will get away.  Kitty lands in front of him, telling him that he does look like he is trying to be funny.  He tries to blast her and she thanks him for the massage, and if he wouldn’t mind doing her back next, she’s been under some stress as of late.  Shocker shouts that he has to get outta there!

We see Spider-Man is clung to a wall above Shocker.

Kitty tells Shocker that her mutant ability is to phase, and when she does it with electronics, she ruins them, as shown by her hand swiped through his shocking devices, are destroyed.  Shocker repeats that he has to get outta there!

Kitty tells him that he really needs a new catchphrase, and to also not turn around.  It is astonishing that Ultimate Kitty Pryde didn’t get her own series after this or at least a miniseries.  Clearly, Bendis loves writing her.

Shocker, of course, turns around.  Spider-Man greets Herman and Shocker runs off straight into some webbing.

Spider-Man and Shadowcat’s first superhero team up and and it was a huge success!  I wish she had time to get into costume.

Kitty turns to the ground and presents the Amazing Spider-Man to a bunch of applause from the onlookers.  Spider-Man tells Kitty that was cute and picks her up and webslings back to their rooftop.  Kitty is all smiles at this point.

Then comes another favorite moment of mine and whenever the movie comes on, I imagine Peter and Kitty now.  Clearly by now, you all know that I love this comic so much, panel per panel.

So they land on the roof.  Kitty tells Peter, Indiana Jones certainly hasn’t forgotten how to show a girl a good time.” Peter responds with a “You are something.”  Kitty pauses.  Peter tells her that her next line should be, “Yeah? I’ll tell you what; Until I get back my five thousand dollars, you’re gonna get more than you bargained for.”  Kitty tells Peter that he out geeked her.  Peter tells her this will not be the last time.  They smile.  Who doesn’t love a good Raiders reference?

Then Kitty’s pager goes off, which even in 2005, seems like old technology.  Kitty’s ride is here as the X-Wing hovers over them.  Peter hadn’t thought about how she lives upstate.

The light from the X-Wing’s tractor beam (I guess it is called) shine down on them.  This is another great dialogue section too, with how they both are excited and talking over each other.

Peter wishes she didn’t have to go, so does she.  Kitty wants him to call her, and he totally will.  She also writes her e-mail address on his forearm as Xavier hates it when the phone rings after 10pm.  Peter really wants to do this again, as does Kitty.

Kitty then tells Jean to shut up.  Peter is confused, and Kitty has to tell him that Jean is speaking inside her head.  He jokes about the voices in his head being bad, another awesome call back!

Kitty asks what Peter’s schedule is like, his sucks, as he works after school and on Saturday afternoon but he is free after that.  She asks if he wants to do this again on Saturday night, he tells her he does, naturally.  The only reason Kitty won’t be able to do it is if they are off saving the world or something such business.  Peter echoes the sentiment.

Then in a completely cool and brave move, Kitty asks if Peter was going to kiss her earlier.  He tells her that he was thinking about it.  She tells him that she wouldn’t have mind if he had or did.  Which is pretty much like Mary Jane back in issue 13, when he told her he was Spider-Man.  She went over to his room, thinking he was only going to kiss her, and so they did.  That Peter Parker, has problems but a woman isn’t one of them.

Then the kiss that the whole world saw!

They smile at each other as Kitty starts being tractor beamed up to the X-Wing.

Peter gets home, his inner monologue warning him to not screw this up.  Which I also get.

He logs onto his computer as he is totally going to try to e-mail kitty.  Turns out that she beat him to it as there is an e-mail from kpryde@xaviers.org.  Also an e-mail from Ralph Macchio.  But not that one, the X-Editor!  Who is also the Ultimate Spider-Man editor.

Issue ends with both of them smiling in their respected rooms as they clearly are going to be e-mailing each other all time.  One imagines they will both get Yahoo Messenger or something and really speed up the communication.

Such a wonderful wonderful issue.

So from there, it takes a while for Spider-Man to show up in Ultimate X-Men, which he finally does a year later in issues 66 – 68, the Date Night issues.  He is barely in it as Kitty leaves to New York City for their date.

They date from Annual 1, or issue 86 to 107, a decent run. She was around for so many arcs of Ultimate Spider-Man – Silver Sable / Deadpool (I love it!) / Morbius (the first part and the first real misstep arc of the new Ultimate Spider-Man ) / Clone Saga (goes on way too long and felt way too complicated) / Ultimate Kinghts (where they break up) / Death of a Goblin / Amazing Friends / Omega Red / Worst Day (these two are done in ones) / Ultimatum

The end of the first volume

Volume two she is in New World According to Peter Parker / first part of Crossroad / Tainted Love (her big return)

then the title reverts just in time for

Death of Spider-Man

I swear though, Kitty Pryde joining Ultimate Spider-Man really felt like a breath of fresh air in the title, it feels like the title had a Pre-KP feel and then it really became its own thing with the relationship.

Kitty definitely became a better character (as did Peter) once they started dating. There was a reason why he never really got back with Mary Jane either (she was a much different character by the time these two broke up) and Peter never really had another relationship prior to his death. They tried to make Gwen happen but it always felt like a placeholder for either Kitty or Mary Jane to eventually step up. But Gwen is the final girlfriend at his death.

Also, looking at this, I own most of Ultimate Shocker’s appearances, not his first four but his last five (he only has a few as I imagine it is hard to keep being a running joke).

It wasn’t until this post that my feelings for Ultimate Peter Parker came back, I guess I really do miss the guy and he was a great character. Ultimate Spider-Man was my first Ultimate title and I was so slow on getting Ultimate X-Men as I’ve stated, it just felt like a side project in my head but Ultimate Spider-Man was my only Spider-Man fix and if I was reading the other stuff, Ultimate was the better title that I enjoyed and even the lesser issues, were still better than the proper Spider-Man comics at the time. I suppose it is just easier to make one quality title over having to make three mediocre series month in and month out.

I’ll get around to reviewing more Ultimate titles eventually but I can’t believe I hadn’t reviewed an Ultimate Spider-Man comic until this annual.