While a group of youngsters play dodgeball under the supervision of their teacher, Miss Crabtree, a young boy named Peter Parker easily dodged the balls. Miss Crabtree then sternly rebuked him for cheating by using his powers. He was reminded that With Great Power, There Must Also Come Great Responsibility.

Meanwhile, on the other side of the playground, The Ultimates (Captain America, Giant-Man, Black Widow, and Hawkeye) claimed that Nick Fury and his S.H.I.E.L.D. Agents weren't the boss of them. Nick insisted that he was.