If you read the first issue of Ultimate Comics: Spider-Man then you know how the Ultimate Universe's new web-head got his powers; but how does he deal with the changes?

The Good

Half of writing an entertaining comic book is having a likeable character, which is exactly what the all new Ultimate Spider-Man is. If you read the first issue, you witnessed how Miles Morales obtained his all-new super powers; but it's the way that he deals with these new-found abilities that makes for such an interesting story. Writer Brian Michael Bendis takes us on a crazy ride as Morales runs through the city, trying to escape both his father and his fear of his newly acquired super-powers. As any young kid in grade-school his age; undergoing tremendous changes are a part of growing up -- but add super powers to the mix and you would be freaking out a little bit too.

Unlike a lot of the superheroes from Marvel's regular universe who are adults or on their way to becoming adults, Miles is a kid. It's not often that you see a kid headlining a superhero comic book, but you get that here. Not only is Miles a kid, but he's a smart, compassionate kid; something evident in his reaction to having obtained one of 3 seats in the Charter School his mother so desperately wanted to see him attend. Upon getting in (which we saw in the first issue,) we see Miles react rather unsure of himself; not knowing what to do about it. Feeling guilty for being lucky -- feeling like he didn't necessarily earn that spot. Those same sentiments are seen here in issue #2. He's very unsure of himself to begin with, but is even more-so now that he's been bestowed with some crazy powers.

Without giving too much away, this issue definitely serves to develop Miles' character a lot more. Not only do we get a look at the way his powers manifest (and how very different they are from Peter's powers), we get a look at how he deals with the changes in his life. Miles goes through more changes in one day than many people have to deal with in an entire week of their lives. You can feel his discomfort and uneasiness, and this adds a certain charm to the way his character is written here in the second issue.

With so many people making a big deal about Miles and the color of his skin, I want to point out that in general the amount of ethnic diversity in this issue is awesome. I mean, really really cool. Growing up in one of Manhattan's outer Burroughs I can recall having had friends of all different ethnic backgrounds; so it's great to see that Miles' best friend is Asian American. The dynamic between these two characters is simply adorable.

Two very important things to note in this issue:

• A certain number pops up several times throughout, and it will be interesting to see it's significance.
• The conversation between Miles and his father reveals that Miles may not be able to have real heart to hearts with his dear old dad.

Sara Pichelli's pencils once again knock it out of the park. Her understanding and execution of emotion and the way facial expressions aid in moving a story is brilliant --- some of the best scenes are close up shots of Miles' face. You can really see that the character is experiencing a tremendous amount of confusion and it's in large part due to Pichelli's interpretation of the character.

The Bad

This is a great way to kick off this week's comics! Nothing bad here.

The Verdict

If you're new to the Ultimate Universe and to Spider-Man then this is where you want to start. You may not necessarily need the previous issue, although I recommend it; it's equally on par with this one. Bendis is good at crafting a unique new character based on a timeless one; and I say I almost prefer Miles to Parker. At least so far. This issue is fun, and it might have to do with the fact that Morales is so young and fresh faced; everything is new for him. Pichelli's art is brilliant; each page will leave you in awe of her talent. The pacing is fantastic and the story is shaping up to be a lot of fun.

I admit, it's nice to read a good, clean comic book again.