The Sadness of Truth

The Vulture is furious that he is still old after his mysterious benefactor promised to make him young again, this time for good. At first, the Vulture refuses to listen to his ally because they are in the form of Doctor Benita Sanchez. In order to regain the Vulture's trust by revealing his true identity by changing back to his true form, that of the Chameleon. In Manhattan, Peter Parker explains to Mary Jane how he made the decision to reveal his double identity to his parents. After hearing this, Mary Jane understands and realizes that this is the sort of thing she signed on for when they got married. Worried that Aunt May might be suffering from Alzheimer's, Peter changes into Spider-Man so he can web out to Queens and check on her. As he goes, Mary Jane realizes that she picked a very difficult time to quit smoking.

Back in New Jersey, the Chameleon explains that he was spying on Doctor Sanchez in order to learn about the Juvinator device. When the Vulture made an attempt to steal it, the spy decided Toomes would make a great ally in his quest to become the reigning crime lord of New York City. When the Vulture explains that the vitality given to him from the Juvinator was temporary, the Chameleon points out that it is an artificial process and will work permanently by draining artificial life. In Queens, Peter tries to convince Aunt May to come see a specialist and she quickly understands why he wants her to see this doctor. Before they can discuss it further, they are interrupted by Richard and Mary who say they have a surprise for Peter. Their sudden appearance makes Peter's spider-sense go off and he realizes, for the first time, that Aunt May's suspicions might actually be correct. He declines, telling them that he has to show something to Aunt May. They both leave the house, where Peter tells May to go to Mary Jane in Manhattan and not come back until she hears from him. Frightened, May asks her nephew why, and Peter apologizes for not believing her before and that he is going to find out what these impostors want from him. Watching May walk away, "Richard" and "Mary" go over their mission programming. As artificial life forms, they were programmed to bring Spider-Man to their master as soon as they learned his secret identity. However, they are to do so without arousing suspicions of others, like May Parker. When "Mary" asks her "husband" why they need to carry out this programming, pointing out that Peter is a good man, "Richard" explains that her emotions and feelings for their "son" are nothing more than programming that can now be ignored.

Later that evening, Spider-Man has traveled to New Jersey to the address from the license plate of the vehicle involved in the Juvinator heist. Sneaking into the facility, the wall-crawler is not surprised to see that the second "Doctor Sanchez" was none other than his old foe, the Chameleon. At that moment, the Chameleon is informed by his men that his two covert operatives have returned. Watching from the vent, Spider-Man is shocked to discover that these operatives are the couple who have been claiming to be his parents. The Chameleon explains that "Richard" and "Mary" are artificial constructs made from the same technology as his shape-changing powers. He had them created in order to learn Spider-Man's secret identity. This revelation strikes Spider-Man harder than any blow he has ever physically endured. He chose Richard and Mary Parker due to Spider-Man's connection to Peter Parker. When the Vulture asks why the Chameleon did all this, the spy explains that he did it to avenge the death of Kraven the Hunter.

When the Chameleon asks the "Parkers" to tell him the true identity of Spider-Man, the wall-crawler reveals his presence in order to stop them. The Vulture is furious that the wall-crawler is there and wonders how the hero found them. That's when the Chameleon notices a spider-tracer that Spider-Man planted on him earlier. When "Richard" tries to blurt out Spider-Man's true identity, he is gagged by his "wife", who still thinks of Spider-Man as her "son". When the Chameleon's minions come rushing in, the web-slinger easily knocks them out. In the meantime, the Chameleon uses a device to cause "Richard" to transform into a massive form. Wanting to add a psychological aspect to this new threat, he makes sure that the creature still has half of Richard Parker's face. Even though he knows this is an artificial construct, Spider-Man finds it difficult to strike out against his "father". This leaves the web-head on the defensive as he dodges the constructs blows and weapons created by its morphing abilities. When the Vulture tries to join the battle, "Mary" strikes him in the back of the head with a pipe. When the villain tries to threaten her, Spider-Man leaps to her aid. When "Richard" tries to attack Spider-Man while his back is turned, the wall-crawler quickly turns and strikes his "father". In the ensuing chaos, the Chameleon dropped his control device and it shatters on the ground. With no way of controlling his constructs, the Chameleon tries to flee.

Meanwhile, Spider-Man continues to battle "Richard", with little success thanks to the constructs shape-shifting body. The battle quickly ends when "Mary" tosses a live wire at her "husband", shorting him out. Seeing the lifeless form on the ground, it finally starts sinking into Spider-Man's mind that he was fighting an artificial being and not his father. That's when he hears his "mother" screaming. Turning, Spider-Man watches in horror as the Vulture uses the Juvinator device to absorb the artificial life force from "Mary's" body. Horrified, Spider-Man strikes the Vulture, knocking him out. However, it is too late as "Mary" has been aged to that of an elderly woman. Her final words were to tell Peter that they didn't know what they really were until it was too late and that she loves him. Having symbolically lost his parents a second time, Spider-Man cries out. Later, the authorities take the Vulture away, Spider-Man can't help but notice that zombie-like state that the Vulture is now in and wonders if he will be an empty shell for the rest of his life.

Peter Parker doesn't get home until dawn, and after checking on his sleeping Aunt May tells Mary Jane that he is not going to rest until he finds who was responsible for this manipulation and make them pay.

This story is continued in Spider-Man #45...

Recurring Characters

Spider-Man, Mary Jane Watson, Aunt May, Mary Parker (imposter), Vulture, Chameleon, Richard Parker (imposter)

Continuity Notes

• As revealed later this issue, these people are impostors. The real Richard and Mary Parker died two decades earlier while on a government mission, as seen in Amazing Spider-Man Annual #5.

• Peter and Mary Jane are referred to as husband and wife here. However, years later, their marriage is erased from existence by Mephisto in Amazing Spider-Man #545. As such they should be considered a common-law couple here.

• Mary Jane took up smoking in Amazing Spider-Man #361 as a means of dealing with the stress of Peter being Spider-Man. She was convinced into quitting after seeing Nick Katzenberg suffering from lung cancer in Amazing Spider-Man #385.

• The Chameleon mentions how he first set Kraven against Spider-Man, "years ago". That happened in Amazing Spider-Man #15, an event that happened roughly nine years prior to this story, per the Sliding Timescale of Earth-616. At the time of this story, Kraven had committed the suicide during the Kraven’s Last Hunt story arc.

The Lost Days

The Bronx, some years ago...

After permanently bonding to his alien symbiote, Eddie Brock begins to wonder how he will get his revenge against Spider-Man. Although he was able to use the symbiote to kill the bodyguards of Bruno Markham, but these were normal humans. He has no idea how to handle a super-powered individual like Peter Parker. He suddenly remembers Chuck Stone, a former Navy Seal turned homeless drug addict that he wrote a series of articles on. He visits Chuck at the abandoned building that he makes his home and Brock convinces him to teach him in the ways of war.

The following day, Eddie follows Peter Parker, who eventually ends up waiting for a subway train. While Parker isn't looking, Brock pushes him out onto the tracks. Eddie succeeds because of the symbiote's ability to negate Peter Parker's spider-sense. However, Peter manages to leap to safety before he is struck by the coming subway train. As Brock tries to make his getaway, he is identified as the pusher and is chased by police. He manages to evade capture when his symbiote disguises Eddie as a transit worker. When Eddie returns to Chuck, he is told that he still doesn't have a killer instinct and gives him more instruction. Satisfied with these pointers, Brock gives Stone some money, telling him to use it to buy a coat and some food.

As Venom, Eddie follows Peter Parker to Atlantic City. When Peter is on the side of a building, Venom reaches out from a nearby window and pushes him loose. He is then caught by police officers and is forced to knock them out in order to escape. Relying on his camouflage abilities again, Eddie disguises himself as a police officer in order to sneak away. Taking a train back to New York, and goes to visit Chuck again. However, the former soldier had just died of a drug overdose. Furious, Eddie Brock turns into Venom and vows that he will not rest until Spider-Man is dead.

Recurring Characters

Venom

Continuity Notes

• This story takes place between the events of Web of Spider-Man #18 and 24. Per the Sliding Timescale of Earth-616, this story takes place two years prior to the main story in this issue.

• As explained in Amazing Spider-Man #300, Eddie Brock lost his job at the Daily Globe when his interviews with the Sin-Eater were exposed as a hoax when Spider-Man caught the real killer.

• Venom committed these murders in the "First Kill" storyline in Amazing Spider-Man Annual #26, The Spectacular Spider-Man Annual #12, and Web of Spider-Man Annual #8.

• This incident happens from Peter's perspective in Web of Spider-Man #18

• This incident is told from Peter's perspective in Web of Spider-Man #24.

My Enemy's Enemy

Enos Warwick has become the target of two men: The vigilante known as Cardiac, and the hired assassin known as Chance.

Cardiac arrives at the Warwick Enterprises Facility first and begins looking for his target. He is after Warwick because of "Sonic Enhancer" device that his company has invented. These coffin shaped objects bombard the human body to catalyze muscle growth. Athletes were used to test out the invention, but the company covered up the fact that it also increased the user's risk of Alzheimer's disease.

Meanwhile, Chance arrives on the roof of the factory and begins breaking in. He thinks about how he was hired by Warwick's business rival Noel MacReady to eliminate the competition. Chance accepts the job on a $20,000 wager. The two come to blows as Cardiac only wants to destroy the production line as it is sufficient to stop Warwick, while Chance just wants to kill him. In a twist of irony, Enos Warwick tries to flee and ends up tripping and falling into one of his sonic enhancers. The pair quickly end their battle when they discover that Warwick had his memory wiped by his own invention.

With the work done for them, Chance takes off as the authorities begin arriving. Cardiac isn't entirely happy with the outcome of this encounter, particularly his encounter with Chance, but decides that in an imperfect world it will have to do. Summoning his Hawk-Glider, Cardiac leaves the scene as well.

Recurring Characters

Cardiac, Chance