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It is just another day in the life of the students of Midtown High. The students are discussing diversity; needless to say, diversity in the Marvel Universe  often includes not those of other races, creeds and national origin, but those who were born with powers and abilities far beyond those of mortal men. As the class progresses we learn that while some of the students (Peter Parker and Mary Jane Watson) seem to understand and accept mutants for who (not what) they are. Still other students Liz Allen in particular) is creeped out by the very thought that mutants might be nearby.

The discussion turns nasty, and the teacher tables it for the time being. Later on that evening, at a school football game, Peter and MJ meet up with Abby, a friend of MJ, who introduces the pair to her friend. Just prior to the start of the game, Ororo slipped one of the players a note that exposed her true feelings towards that player. Unfortunately, for the young girl, the player is just a macho jock, and instead of being flattered that he has a fan, jokes with his friends about the silly girl who has poured out her heart on paper for all to read.

The intense rejection of her very intense feelings trigger Ororo's mutant powers, and an extremely powerful lightning bolt crackles across the sky and strikes the stadium grounds, quite near the football player. Needless to say this extraordinary event scares the crap out of pretty much everyone in the immediate vicinity. Ororo rises up above the stadium and is spirited away by the wind that she inadvertently has conjured. MMJ tells Peter that he has to do something about it, so Pete dutifully changes into his Spidey togs and takes off after the newly-minted mutant.

He catches up with her a short distance away on the roof of a building where she is surrounded by the Ultimate X-Men. Feeling that his presence might help, he seings down and joins the mutant team. As they chat up Ororo, none-other than Magneto shows up and tries to recruit Ororo to his cause.

Needless to say, the teen mutants simply won't stand for this, and they (along with Spidey) throw down against the master of Magnetism. The resulting mêlée is certainly explosive at everyone starts tossing their powers around as both forces vie for the soul of the new mutant. Even as the mutants begin blasting at each other, Spidey snaps up Ororo and swings her to safety. As the battle rages, Spidey and some to the X-Team try to calm Ororo and tell her that she is better off going with the X-Men and learning how to control her power rather than throwing in with a madman like Magneto.

The once and future Storm uses her weather abilities to seriously zap Magneto, and then goes off with the mutant teens to learn at Xavier's school for gifted children, and Spidey swings home.

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