Spider-Man has been trapped in rings. Though he apparently has no way out of them, Spidey still jokes that it will take a whole lot more than these rings to take him out. The Ringer claims that he has prepared for a battle with someone like Spider-Man. After all, he’s straight from Waldorf, Maryland. The Ringer fires more rings at Spidey, but he dodges them all. He jokes that he doesn’t even know what it means what the Ringer just said. This all seems like a dream to him. He has to remember not to take any more jalapeno before going to bed.
The Ringer wants Spider-Man to remember his face, and to remember who slapped his “mutant-behind.” Spidey warns the Ringer to slow down with the trash talk, as he’s still with that thing the Ringer said about coming from Maryland. He wants to know when Maryland suddenly became cool. The Ringer doesn’t care about Spider-Man, thinking he is a mutant, and just wants to escape with his diamonds. Shadowcat, in a whole new dashing uniform, appears behind the Ringer, warning him that he should really stop saying all that racist nonsense.
Kitty starts fighting the Ringer and asks Spider-Man if he’s alright. Peter jokes that he stopped breathing a few minutes ago. The Ringer fires his rings at Kitty now, warning her to stay out of his way. Kitty easily phases through the “hula hoops,” which means that the Ringer is in trouble. She notices that the Ringer is wearing a mechanical suit, and decides to phase through it. But, nothing happens. Kitty finds this weird, as when she usually phases through something mechanical, she just short-circuits it. That’s what’s so cool about her. The Ringer warns her to stay away from him. Spidey is really getting a hard time to breath now thanks to the traps of the Ringer and warns Kitty about it.
She rushes towards him, and tells him to stay calm as she has a plan. Peter tells her to catch the bad guy first but she ignores that. Kitty touches Peter with her hands, and phases him through the rings! Peter is surprised, as he didn’t know Kitty could phase other people. Kitty claims that obviously she can, as long as she grabs the person and remains focused. Peter is impressed, but really wished that Kitty would have phased his shirt along with the rest of him. Kitty jokes that that’s the bonus she gets. Spidey notices the Ringer running away, and Kitty tells him to web the Ringer up. So, Peter quickly makes a web in front of the Ringer, and traps his hands in it!
Suddenly, the device on the Ringer’s back starts to overload and Kitty realizes that the mechanisms in the Ringer’s suit are on his back. She sticks her hands through it, and the suit explodes! Peter fears that Kitty got caught in the explosion, but luckily she survived by phasing herself when the explosion took place. The Ringer mentions he just wants to leave with his diamonds, but Spidey jokes that won’t happen since those diamonds aren’t his. Kitty notices that the Ringer has his wallet in his pants, and discovers that the Ringer’s real name is Anthony Davis and that he lives in Medina County of Ohio. She shouts it out loud to the public, and police officers arrive on the scene. Peter quickly picks Kitty up and webslings them both into safety.
While they do that, Kitty mocks the villains that Peter faces, but realizes he’s at least stepping up after that ridiculous Shocker-guy they faced the last time. Peter defends that his villains are still better than those of the Ultimates, but Kitty mocks that all those guys do is beat each other up. They jump on a roof and Peter wants to discuss Kitty’s new costume. Kitty explains that she would really like to date Peter Parker, the man behind the Spider-Man mask, and not to just see him as a super-hero in-training. Peter didn’t even know he was still “in training.” Kitty remembers that Peter lost his shirt once when he was fighting Venom. Peter takes the point.
Kitty adds that if she, a famous X-Man, is seeing fighting alongside Spider-Man and Peter Parker, someone might put two and two together. Sure, they can team-up one or two times, but some people might end up thinking otherwise. Peter thinks it’s pretty nice of Kitty to make a new super-hero identity just so they can hang out. But, she still isn’t sure what her codename is going to be. Peter jokes she might want to try out “Spider-Girl,” but she hates that name. They websling away again, and Peter asks if Kitty really wants to date him in real life. She wants to, and asks Peter the same answer, which he responds on in the same way.
They land in an abandoned warehouse, and Peter confesses that he’s just worried about it all. He’s worried about his aunt, and doesn’t want her to know he’s Spider-Man. Kitty is aware of that. Peter defends that his aunt has just gone through so much lately. Kitty asks Peter if all the stuff his aunt is going through, if it isn’t like an eighty percent Spider-Man’s fault. Peter just isn’t ready to tell her yet. Kitty defends that she would really like to start hold Peter’s hand and go to movies together and such. Kitty tells Peter to look at it this way: if his aunt knew that he would have a girlfriend, he wouldn’t have to lie about why he isn’t at home and can go more easily go off and fight his lame villains. Peter defends that the X-Men also don’t have that much cool villains. Kitty claims otherwise, since they’ve fought Magneto, the Hellfire Club, the Brotherhood of Mutants and even Mojo. Peter doesn’t even know who Mojo is. Kitty jokes that Mojo would kick Peter’s butt.
Kitty also wants to tell Peter’s aunt about the fact she’s a mutant and an X-Man, since that’s a known fact on the Internet. When Peter thinks it’s suspicious he would just happen to be dating a famous X-Man, Kitty jokes they could claim they met at the mall, or at another place Peter hangs out.
Suddenly, Kitty’s ride arrives, and she mentions that the plane is on remote now since, her teammates are all sick of flying her back and forth to Westchester. So, they sent her a robot plane now. Peter is impressed and wants his own robot plane. He promises Kitty that he’ll think about her suggestion. They share a kiss goodbye, but Kitty loses her concentration and phases through Peter. He’s a little freaked out by it, but quickly calms down and Kitty smiles she won’t do that again. Peter mentions it’s okay, and tells her to call him once she got home so he’ll know she got back safe. Kitty goes to the plane and promises to do that.
However, once on the plane, Kitty starts to have changing feelings, as she fears she freaked out Peter by phasing through his body and that he might be scared of her now. A while later, she arrives back at the mansion, but finds it completely empty! Finally, after calling out to people, Wolverine arrives. Kitty is glad to see Logan again and asks where he went but, without answering the question, Logan devilishly smiles but doesn’t say a word. He takes out a knife and attacks Kitty! She quickly phases herself and Logan falls through her, but she gets hit from behind by an electric zap. Kitty recognizes Ororo, but “Storm” doesn’t even know if “Ororo” is a word or whatever. She takes out a device, and releases another, more powerful bolt on Kitty!
Kitty makes it to the hangar and decides to call the Ultimates and Nick Fury for help. She jumps back into the plane and activates it, but the “X-Men” catch up with her and blast her down. They drag Kitty out of the plane, which departs afterwards without her.
Later, in Queens…
Peter is surprised when he finds May all dressed up, looking like she’s going on a date. May claims that she’s just going out with a group of friends from her work, and takes off. As Peter waves her goodbye, he notices Kitty’s plane hovering above the warehouse they were just in. He decides to go check it out but, once Peter is in the plane, the doors of it closes and flies him back to Westchester!
Once there, Peter notices it’s only a twenty-minute flight to Westchester. The plane lands, and he steps out of it. He sees Kitty standing by the door but, on that very moment, his spider-sense goes off. Peter worries that Wolverine might be around but, without saying anything, “Kitty” activates a device and gives Peter a powerful electrical shock, knocking him out!
“Kitty” reveals her true colors, and the person behind her thinks it’s awesome that they got Spider-Man as a bonus, as he and his group certainly didn’t expect to see him today. Deadpool triumphs, and his team step out of the shadows.