#wha... huh?

The gag and layout stayed essentially the same, however the characters in the background where moved around and different ones chosen for the final published version. The top lists the characters who made the final cut (pun intended), although Hellcat doesn't appear on the final cover after all. What is almost an entertaining is reading the list of characters considered for the cover that is written in the bottom and side margins! ...Squirrel Girl....

"What if Stan Lee was the writer of Ultimate Spider-Man?" Jim Mahfood provides this hilarious interaction between editor C. B. Cebulski and writer Brian Michael Bendis after Bendis' story is just a reprint of Amazing Fantasy #15. The joke is on Bendis on this page from the one-shot Marvel parody book.

In the same vein as the "All Humor" issue of What If?, Jim Mahfood turned out an entire issue of his view of the Marvel Universe, through a very cracked glass! This page has Galactus, a female herald, and even some Watchers on it.

Written by various, drawn by Jim Mahfood.