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The Brotherhood vs. the Ultimates…Hawkeye vs. Spider-Man…the shocker of the year rocks on!

Reeling from the sneak attack by Venom, the team has no time to recover—because the evil mutant team known as The Brotherhood has launched a full–scale assault on Tony Stark’s mansion! It’s Captain America vs. Sabretooth, Iron Man vs. Mystique…and Thor vs. Valkyrie?

Plus: Which mega-popular character (nope, not Spidey) makes a surprise appearance on the last page? The dream team of Jeph Loeb, Joe Madureira, and Christian Lichtner continues to rock the Ultimates!

Spider-Man is swinging through the city and decides to hitch a ride on top of a passing police car. He becomes slightly distracted when he hears the police radio report shots taking place in the Radio City Music Hall area because Aunt May was supposed to be checking out a show there. Suddenly he feels a sharp pain in his arm and flies off the squad car. Hawkeye appears with guns out in full force, shooting at him. He tells him he should've stayed down. Spider-Man recognizes him as Hawkeye even though his appearance has changed slightly since he last saw him. He asks if the rest of the Ultimates realize that he's crazy. He replies that maybe he is a little crazy ever since he hears a gunshot and starts thinking about his family. He trails off then says maybe it's all an act just to mess with him.

Spidey starts shooting webs at him. Hawkeye tells him if he wanted him dead, he'd already be so. He was just looking for Black Panther since his buddy Venom just threw him ten blocks in this area. He knows from the S.H.I.E.L.D. files that they are somehow related. Spider-Man then gets the drop on Hawkeye and encases him in webbing. Unfortunately he then passes out from the dart he was hit with. Hawkeye tells him he'll be out for about twenty minutes and points a gun to his head. He tells him if he finds out he had anything to do with Venom visiting them, he'll be taking a permanent nap. Captain America arrives and knocks the gun away. He tells him the mission has been aborted and he is to report back to the mansion, ASAP. As they're walking off, leaving Spider-Man behind, Hawkeye asks what about the Panther. Cap just says he's his responsibility now.

Just earlier that night, Wasp is by Hank's side after he was found unconscious, surrounded by pills. Pietro arrives with his dead sister. He tells her that he kept radioing for help but no one responded. Wasp claims they never got a message. Pietro whispers, "My father was right." He then tells Wasp that this never would've happened if they stayed in the Brotherhood.

Their conversation is interrupted by a power failure at the mansion. Tony Stark is barely conscious after having drank so much alcohol. Thor and Valkyrie are in bed. There is a huge explosion at the mansion. The Brotherhood has arrived. The team consists of Mystique, Sabretooth, Blob, Lorelei, and Madrox.

Tony Stark stumbles to get his armor on in response to the attack. The Black Widow appears at his window. He can't believe she's there since he's been drinking and she's supposed to be dead. She's about to attempt to kill him when she gets zapped by Wasp. As she lies on the floor, she changes and reveals she's really Mystique. Wasp tries telling him about Wanda being dead and that they are under attack. She asks how sober is he. He says "Sober enough" and gets dressed.

Thor and Valkyrie decide to get dressed and join the battle. Lorelei appears behind him and suggest he "kill the girl." He agrees and attacks Valkyrie.

Blob is in the kitchen raiding the fridge when Wasp tries zapping him. He threatens to eat her too when Iron Man appears from underneath, carrying him through the roof and away from the mansion.

Captain America and Hawkeye arrive. Cap tells Hawkeye to shoot to wound but Hawkeye notes that with the Multiple Man, there's always more. Sabretooth tries attacking Cap from behind.

Down below, Magneto arrives. Pietro says he knew it was him when the power went out. He tells him it is now time to be with family. Pietro isn't exactly happy to see him since he shot off his kneecaps the last time they saw each other. Magneto said he healed, Wanda won't. Pietro asks how is supposed to know that he wasn't responsible for her death. Magneto tells him to look inside and asks who would be better at finding the killer, the Ultimates or the Brotherhood.

Upstairs in the middle of the battle, all of the Brotherhood disappears. They recognize that Pietro must have taken everyone out. Wanda's body is gone too. Wasp says they need to find him even though they don't have a lead.

Then Wolverine arrives telling them that they have a bigger problem than just trying to solve a murder.

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