Mary Jane is covering for Peter, when class is cancelled due to 'mutant activity' at a nearby school. This is where Spider-Man is, of course, having been interrupted in his confrontation with Geldoff by the arrival of Marvel Girl, Storm, and Shadowcat. The girls confirm that Geldoff is a mutant, causing him to faint. While waiting for Geldoff to regain conciousness, Shadowcat admits she's a fan of Peter's, and they invite him along to the Institute for Gifted Children while they bring Geldoff to talk to Professor Xavier. Peter accepts.
Back at the school, Mary Jane's mother and Aunt May appear to pick them up, leaving Mary Jane in a tough spot, trying to cover his abscence.
Back in the X-Jet, heading back to the Mansion, Shadowcat and Spider-Man chat until Geldoff suddenly wakes and, panicked, blows a hole in the side of the plane. While Aunt May calls the Daily Bugle, looking for Peter and getting the run-around, Spider-Man is clinging to the inside of the X-Jet as they go out of control, in danger of being sucked out. Shadowcat loses her grip, and he saves her, but in the process ends up outside, falling...