Written by BRIAN MICHAEL BENDIS Penciled by TREVOR HAIRSINE, MARK BAGLEY & JOE QUESADA Cover by JOHN CASSADAY They are genetically altered men with one thing in common: They have all been beaten by Spider-Man. Now, the Green Goblin, Doctor Octopus, the Sandman, Electro and Kraven the Hunter are being held together in a S.H.I.E.L.D. containment center. But they will not be held for long. What happens when five of the world's worst criminals escape and join forces? Who will they target as the sixth member of their deadly alliance? Spider-Man must do whatever it takes to make sure his family and friends are safe. But even with the help of the Ultimates, will that be enough? Collects ULTIMATE SPIDER-MAN #46 and ULTIMATE SIX #1-7 SC, Full Color, 208 pages

THE SCOOP: The first six red-hot issues of ULTIMATE X-MEN are collected in one handy trade paperback! THE STORY: Cyclops! Beast! Storm! Colossus! Jean Grey! Iceman! Wolverine! Separate, they are young, scared and on the run... mutants who are hated and hunted by a scared society. But together, gathered under the watchful eye of telepath Professor Charles Xavier, they are our world's only chance for peace! And standing against them is the terrorist known as Magneto, the mighty master of magnetism who is determined to bring those that oppose him to their knees! THE BUZZ: "This is how the X-Men should be written. Mark Millar's introduction follows all the formula rules for such a story, but does it with such passion, that it feels like a breath of fresh air. This enthusiasm is more than matched by Adam Kubert's and Art Thibert's best work of their careers to date... unmissable stuff." -Comics International THE FORMAT: trade paperback

cover by adam kubert Writer Mark Millar and artists Adam Kubert and Tom Raney revisit Wolverine's past in "Return to Weapon X"! When the X-Men are recruited by Sabretooth and the Weapon X program, can Logan alone save them? It's six more issues of mutant madness as Nightcrawler, Juggernaut, Rogue, and Nick Fury make their dazzling debuts in the Ultimate universe! Collecting ULTIMATE X-MEN #7 - #12 in one volume! 144-page trade paperback

Written by MARK MILLAR. Penciled by ADAM KUBERT, DAVID FINCH, CHRIS BACHALO. Cover by DAVID FINCH and ADAM KUBERT. This deluxe hardcover reprints the materials from ULTIMATE X-MEN VOL. 6: THE RETURN OF THE KING and ULTIMATE X-MEN VOL. 5: ULTIMATE WAR, plus extra bonus features! Professor X thought he'd solved the problem of Magneto, but the mutant master of magnetism has regained his memory and his mission! Now the X-Men are on the run, with the Ultimates hot on their trail! Can the X-Men stop Magneto before he executes his plan to enslave the human race? Collects ULTIMATE X-MEN #26-33, ULTIMATE WAR #1-4. Hard Cover, Full Color. 304 pages

Written by Mark Millar Art by Adam Kubert,Chris Bachalo The X-Men embark on their first-ever field trip trying to follow Professor Xavier's dream to spread peace. But, while traveling the world on his author tour, Professor Xavier's greatest secret is exposed. And they soon learn that human hostility towards mutants is not limited to American soil. SC, 192pg, FC

Cover by Adam Kubert Mark Millar (w) Adam Kubert & Kaare Andrews (p) Just as existence for the X-Men settles back to "normal," Jean Grey's life shifts to the bizarre as she experiences strange visions -- of a giant flaming bird! To save the world, will the X-Men strike down their own teammate? Collecting ULTIMATE X-MEN #21 - #25! 144 pages, FC, ALL AGES

COVER BY CHRIS BACHALO; MARK MILLAR(W) CHRIS BACHALO (P) The Ultimates vs. the Ultimate X-Men: the battle begins. When the X-Men do the worst thing they could to humanity, the government orders Captain America, Iron Man, Thor and the rest of the Ultimates to bring them down. But Professor X, hasn't been training his students for nothing -- and the young mutants just might take out the Ultimates first. Collecting the incredibly-hot ULTIMATE WAR #1-4 112 PGS. FC, Marvel PG

COVER BY ADAM KUBERT; WRITTEN BY MARK MILLAR; ILLUSTRATED BY ADAM KUBERT & DAVID FINCH Magneto, the X-Men's deadliest villain, returns. They've faced the Weapon X program, Proteus and even the superhuman strikeforce known as The Ultimates. Now, still licking their wounds from their prior battles, can Xavier's mutant team possibly survive the return of their most powerful foe? Collects ULTIMATE X-MEN #26-33. SC, 192 pages, Full Color