Spider-Man’s not a mutant, but he has hung out with them enough times over the years to warrant another SuperiorSpiderTalk.com list! This countdown will take a look at some of the very best stories involving Spidey and a mutant — including team-ups, battles and everything in-between!

For entry No. 1 we look at Deadpool #11 by Joe Kelly and Pete Woods:

I’m hardly the first person to say this but without Joe Kelly’s magnificent run on Deadpool in the late 1990s, the character would have never evolved into the smart-talking, fourth-wall-breaking, box office bonanza he is today (and at the moment — what’s hotter than Deadpool?). But even a run as great as Kelly’s has a definitive pinnacle, and in this case it’s Deadpool #11.

What does a Deadpool comic have to do with Spider-Man? Well, if the cover image alone — a direct homage to Amazing Fantasy #15 — isn’t enough of a clue for you, how about this for a story title: “With Great Power Comes Great Coincidence” (but where’s the “must also” Mark you might be asking?).

Deadpool #11 is about as atypical of a Spider-Man/mutant team-up as it gets, and I’m certain that there’s going to be some contingent of readers who will bristle at its inclusion on a list procured by a Spidey-centric site (no less the No. 1 entry!). But it’s unquestionably a Spider-Man story in that it lampoons an old Spider-Man story from the past. As a result, it’s probably the most inventive use of a Spider-Man story (and the funniest) I’ve ever read.

For the uninitiated, the best way to summarize the premise of this issue is: Deadpool and his roommate, Blind Al, inadvertently travel through time and space and find themselves trapped inside a Silver Age issue of Amazing Spider-Man (#47 to be exact). After landing on top of Peter Parker’s elderly Aunt May, the duo agree that, in order to get back, they need to convince Deadpool’s friend Weasel (who of course is a student at Empire State University with Peter) to rebuild a time travel device while also avoiding any actions that could permanently alter the timestream. So Blind Al dresses up as Aunt May (the resemblance is actually uncanny) and Deadpool uses his hologram projector to be Peter. The duo then proceed to act out the entire story (more or less) found in ASM #47, with both of them snarkily commenting on all of the story’s Stan Lee/John Romita-isms that most long-term fans know and love today.

In other words, for a hardcore Spider-Man fan to truly embrace this comic, the reader HAS to have a sense of humor about many of the things they likely love/adore about the character and his creators. In other words, fans who are overly-reverential and think Silver Age ASM is above reproach, will probably want to skip this issue of Deadpool and instead start (another) website dedicated towards chastising me as the anti-Christ of online Spider-Man critics (these places do exist). 

Still, even with a thick skin, the brilliance of this issue is not based on the fact that it makes a bunch of juvenile jokes about old comic books (which is actually pretty low-hanging fruit if you read ANY of the early Silver/Golden Age issues of classic series like ASM, Fantastic Four, Avengers, etc.). Instead, it’s the subversive way this comic goes about poking fun. There are some obvious barbs: Deadpool’s overzealous reaction to the Osborn hairdo; Blind Al thinking Mary Jane — who randomly starts dancing when she enters a room — is “dumb as a post” (Deadpool later sighs that MJ must be on crack the way she talks about “flying” from place to place); and the overall silliness of the language Stan used in his scripts back in the mid-60s. 

But those are generally easy targets. There’s another layer to Kelly’s satire that’s so much smarter than Deadpool mocking Harry’s hair (though, again, that’s great). More broadly, Deadpool #11 mocks the general convention of how superhero comics were crafted during the Silver Age. Kelly exposes the anti-political correctness of these stories which is often glossed over under the guise that comics in the 60s were from a more “innocent” time. No, I don’t actually believe Lee and Romita were intentionally being sexist, but there was absolutely a certain level of obliviousness in how some of their characters were portrayed — specifically their females like Gwen Stacy and MJ who look like pin-up girls and dance around the issue from one guy’s arm to another (yet they never actually say or do anything that could be construed as promiscuous or scandalous). Deadpool plays the part of the modern reader reacting to the obliviousness of the original creators, but since the character himself is a bit of an oaf, it makes his observations all the more hilarious.

At the same time, Deadpool #11 never actually crosses any lines of decency, which is commendable. There are a few well-placed double entendres when Deadpool addresses Gwen or Mary Jane, but never anything that’s overtly sexual, which would feel extraordinarily out-of-place in a story that was original conceived in the 60s. It’s that balance of knowing-edginess with legitimate respect for the source material that keeps this comic from venturing into a creepy area that might make singing its praises somewhat unsavory.

Of course, I can’t commend this issue without mentioning the work of artist, Pete Woods, who has the otherworldly challenge of inserting modern creations like Weasel into Romita’s original tapestry. Woods pulls it off with precision, paying homage to one of JRSR’s most gorgeous issues (the one panel of Gwen cutting a rug at Flash Thompson’s going away party has always been one of the definitive Gwen images in my mind) while still managing to land plenty of visual gags by having these out-of-place 90s characters walk alongside some classic renderings. 

Kelly would of course go on to become part of the “Brand New Day” “brain trust” on Amazing Spider-Man in the late 2000s and is the current scripter of the Spider-Man/Deadpool series, bringing these characters together on a monthly basis (and through the first two issues, he hasn’t lost a step). I just love the idea that his first experience writing a team-up was this gem of an issue. When I first developed the premise of this list, it was primarily because I would have an excuse to talk about Deadpool #11. Now that I finally did, I don’t know what I’m going to do with myself outside of reading this comic again.