SPIDER-MEN II #3 by Brian Michael Bendis and Sara Pichelli is the best issue of the miniseries to date. It blends suspense and friendship to tell the story of the villain. It makes the reader care about the villain of the book, which is no small feat. This is a must-read.
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SPIDER-MEN II #3 features no appearances by Peter Parker or the Miles Morales formerly of Earth-1610. That makes the issue incredibly intriguing. The mystery of Earth-616’s Miles Morales finally pays off in SPIDER-MEN II #3. Writer Brian Michael Bendis crafts a gripping story of true friendship in spite of the dangers of mob life. Bendis also retcons Wilson Fisk’s origins as the first Kingpin of Crime in order to link his story up with Miles’. Despite this questionable decision, the issue still shines thanks, in part, to the expressive art by Sara Pichelli. Much of the story could be told just through the characters’ facial expressions. Overall, SPIDER-MEN II #3 takes a risk by taking out the two main characters for an issue, and it works out.


SPIDER-MEN II #3 opens with a pre-Kingpin Wilson Fisk, then an enforcer for mob boss Don Rigoletto, as an inmate on Riker’s Island. He’s there partly to inform Miles Morales’ much older Earth-616 counterpart that he will be free to leave the prison three years early because Miles took the fall for Rigoletto’s cousin. Eventually, Miles saves Fisk’s life from a crazed Mutant Growth Hormone-infused inmate. Miles receives a huge scar on his face for his charitable action, but he and Fisk become fast friends.

READ: Interested in the series? Here’s our review of the previous issue!

SPIDER-MEN II #3 page 4. Image courtesy of Marvel Entertainment.

Flash forward to many years later, when Fisk and Miles run a “legitimate” restaurant with Rigoletto. Miles meets a blind date at his restaurant, and Fisk vouches for him. Eventually, Miles and his new beau, Barbara, fall in love, and he wants out of the business. After Fisk “takes care” of Rigoletto, thus becoming the new Kingpin, will he give Miles his blessing?

Only Miles

Bendis’ decision to keep SPIDER-MEN II #3 in the past without any inclusion of Parker or 1610-Miles really works well for the issue’s pacing. Instead of flashing forward to the present midway through the issue, the story takes its time showing older Miles’ motivations in order to make him a more fleshed-out villain in the next two issues.

Bendis executes this very well. This plot could have easily led to an issue that dramatically slowed the pace of the already-short miniseries. Instead, the pace almost seems to have quickened after last issue’s somewhat meandering plot. Now that we finally know Miles’ background, we can get to his inevitable meeting with his much younger counterpart. This will carry more weight, considering that 616-Miles represents everything his counterpart backed away from when he refused to join forces with his Uncle Aaron.

READ: Wanna learn more about Earth-1610’s Miles Morales? Read this rundown of his exploits!

Rigoletto’s Retcon

Don Rigoletto first appeared in the third issue of Frank Miller’s classic origin book DAREDEVIL: THE MAN WITHOUT FEAR. In that issue, Rigoletto shows he has a conscience. He refuses to flood the market with illegal drugs and he refuses to kill children. That flash of humility leads Fisk to kill him for being too weak and thus ascend to his position as Kingpin of Crime.

SPIDER-MEN II #3 page 15. Image courtesy of Marvel Entertainment.

In SPIDER-MEN II #3, however, Rigoletto is shown as a hateful man who refuses to give Miles and Fisk payment for their restaurant. He mocks Fisk’s weight and acts incredibly spiteful. As such, Fisk kills him. This completely changes Fisk’s reasons for becoming Kingpin. This casts Fisk in a better light since he’s trying to help his longtime friend get money for his restaurant. He becomes a slightly sympathetic figure.

This doesn’t really work quite as well as Fisk’s original origin story since it’s more shocking to see Fisk go to such lengths for power. His prior origin made him into a threat to be reckoned with. He wasn’t afraid to compromise his morality to gain power. Now, he’s not as menacing. He gains power to help out his friend, not for his own selfish reasons. While I like that Bendis decided to give Fisk more humanity, I still feel that he works more as a cold-hearted menace than a sympathetic villain.

READ: Check out our list of favorite alternate Earth-616 Spiders here!

The Superior Spider-Artist

Sara Pichelli continues to prove she’s one of the best artists in Spidey history. Through the faces she draws, you can feel the affection Fisk and Miles have for each other. They’re like brothers. When Miles approaches Fisk about exiting the business to be with his new girlfriend, the reader can truly see the brotherhood between the two. Their warm smiles say it all.

SPIDER-MEN II #3 page 17. Image courtesy of Marvel Entertainment.

SPIDER-MEN II #3 — Don’t Miss It!

SPIDER-MEN II #3 proves to be the best issue in the miniseries thus far. It tells an emotional story about a character who only appeared in brief glimpses in the two prior issues. We care for the character who will eventually become the villain of the story. Instead of making him a one-note bad guy, Bendis devotes an entire issue to his backstory. That’s commendable. Pichelli’s fantastic art just sweetens the deal.  If you’re in any way a fan of Miles Morales or are unsure if you want to continue the series, pick up this issue.

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