Running Out of Time

At an abandoned church, Miss Arrow is visited by a massive spider creature that is lurking in the shadows. Calling her Ero, the spider-creature warns her that if she doesn’t find a suitable mate soon she will die. She tells it that she has found a suitable mate in Flash Thompson and that within the next 24 hours she will successfully mate with him and then feast upon his body.[1]

At the same moment, Spider-Man is watching his Aunt May’s hospital room from the building across the street. He wishes he could have done more to prevent May from getting shot and being kept alive on life support, cursing the day he decided to reveal his identity to the public.[2] Having endured a great deal of frustration and helplessness he calls out to God asking what the Lord wants from him.[3] His shouts only grab the attention of the person in the apartment below who tells whoever is yelling to shut up before he calls the cops. Not wanting to deal with the authorities at this moment, Spider-Man takes this as his cue to leave.

Later, Betty Brant comes to visit Flash Thompson and Peter Parker — in his Ben Reilly disguise — is there to answer the door. Betty remembers seeing “Reilly” at Debra Whitman’s book signing., noting before and after the Vulture attacked the signing.[4] She then invites herself in and begins prying into “Ben Reilly’s”, who keeps on tripping up under her questions. That’s when she spots Peter’s family photo of himself with is Aunt May and Uncle Ben and begins to cry. She tells Peter to stop pretending and tells Peter to drop the disguise, saying she’s sorry to hear what happened to Aunt May. Peter deactivates the image inducer and tells himself that he blames himself for what happened. Betty tells him it’s not his fault and hugs him. Peter jokes that he used to be better at secret identities, but Betty says he never has been everyone was just too blind to see the truth. When Peter asks why she has come to Flash Thompson’s apartment, Betty tells him that is a long story in and of itself.

At that moment, Flash Thompson is getting a ride home from Kelly Kulick after dropping off his car at her father’s auto repair shop. He tells her that the car accident was caused because of Betty acting crazy.[5] He tells Kelly to stop at a nearby bowling alley where he is coaching some kid from Midtown High. He asks Kelly to come in and trounce them with her superior bowling skills since the kids are starting to get smug and they needed to be taken down a few pegs. Watching from the rooftops is Ero who is surprised to see Flash out with a different woman. However, she is hardly surprised since she kept Flash at arm’s length until she was ready to birth her children. As if on cure, she is stricken with the painful pang that warns her that her children will be hatching soon. Leaping down to the ground, she tells her children to be patient.

By this time, Betty has finished telling Peter about all the weird happenings since he and Flash went out on a date together. Peter takes this opportunity to ask how Betty can be so accepting of his double-life so easily. Betty admits that she can understand how lonely it was keeping such a huge secret and admits that in a way she still loves him even though their relationship is long over and the problems stemming from Peter’s duties as Spider-Man are water under the bridge.[6] Getting back on topic, she asks Peter what he thinks about Miss Arrow and if what she has told him in crazy. Peter is certain that there is something strange going on at Midtown High, particularly since he discovered that the principal was killed and replaced by the Chameleon from the year 2211. He remembers seeing spiders in Principal Harrington’s office at the time and has a sickening suspicion that they might have consumed the body of the real Roger Harrington.[7] He then remembers how earlier that day while he was at the school working as Flash’s assistant. Flash was telling Peter about his disaster date with Betty and his plans for the evening when Miss Arrow came into the room. This prompted Peter to quickly put on his Ben Reilly disguise before she entered the room. When he introduced himself to her as “Ben Reilly” Miss Arrow asked if they met before and then asked Flash out on a date. Flash declined, telling her about the bowling practice. In recounting this story to Betty, he realizes that Arrow didn’t set off his spider-sense which would have gone off when she came walking in.

Betty finds this suspicious and does an internet search on the words “arrow” and “spider” to see what comes up. She finds a website that has information on the arrow-shaped micrathea spider. This causes Peter to stop dead in his tracks especially when the search engine asks if Betty meant “spider ero” when she did her initial search. He tells her about the encounter he had with the strange woman made entirely out of spiders that he encountered in Stark Tower.[8] The woman was made up of pirate spiders. These cannibalistic spiders are part of the ero genus, which sounds really close to the word arrow. At that same moment, Miss Arrow has found Flash at the bowling alley and he is happy to see her. He takes her to meet Kelly, whom Arrow becomes instantly jealous of. With time running out, Miss Arrow becomes more and more insistent that she Flash leaves promising to show him the time of his life. When Kelly begins getting in her face, Arrow pushes her over and insists that they have to go. Angered, Kelly strikes Arrow in the shoulder with a bowling pin, causing her skin to burst, and a swarm of pirate spiders to spill out. With her true nature exposed, Ero decides to drop all pretenses and sprays Kelly with a stream of spiders coming straight out of her mouth. That’s when Spider-Man comes crashing in through the window, kicking Ero out onto a bowling lane. He then weaves a web between them and the patrons and tells everyone to get out while they can.

Now that Spider-Man is there, Ero drops her human disguise and reminds the web-slinger that she vowed to destroy him for rejecting the spider and by cheating death disrupted the natural order. When Spider-Man tries to web her up, Ero escapes by sending her spiders into the gutter of the bowling lane. Outside, Flash and Kelly are attempting to escape in her tow truck, but it is soon shot in the air as a torrent of spiders spray up from a sewer grate underneath the vehicle. The mass of spiders force their way into the vehicle and quickly toss Kelly out of the vehicle. Spider-Man quickly rescues her and while he is busy placing her on the roof of a nearby building, Ero manages to escape, taking Flash Thompson with her.

Recurring Characters

Spider-Man, Ero, Betty Brant, Flash Thomspon, Aunt May, Mary Jane Watson

Continuity Notes

1. It’s later explained in Scarlet Spider (Vol. 2) #14, that the Other’s mission was to bond with Spider-Man to make him an avatar of the Other, but he rejected it. It’s later revealed that the Other is part of a trinity which includes the Scion and the Bride that were needed to prevent the Inheritors from destroying every Spider-Totem in the multiverse, as revealed in Spider-Woman (vol. 3) #3. His rejection of the Other led to it manifesting and making it determined to kill him.

2. Some facts about Spider-Man and his personal life in this story:

   • Peter revealed his identity to the public in Civil War #2 to show his solidarity for the Super-Human Registration Act.

   • However, he recanted his support in Amazing Spider-Man #535 making him an outlaw.

   • Although he and his family went into hiding, an assassin hired by the Kingpin was able to find them at a cheap motel and although he was trying to shoot Spider-Man ends up hitting Aunt May instead, as seen in Amazing Spider-Man #538.

3. You’d think shouting out to God wouldn’t garner a response, but Peter is later visited by a being that might have been God in Sensational Spider-Man (vol. 2) #40.

4. Debra Whitman’s book and Spider-Man’s battle with the Vulture happened in Friendly Neighborhood Spider-Man #14-16, this was also when Peter obtained the image inducer that he is using to disguise himself as “Ben Reilly”.

5. In reality, “Miss Arrow” has been gaslighting Betty since Friendly Neighborhood Spider-Man #18 in order to prevent Flash and Betty getting back together.

6. Peter dated Betty Brant early on in his career as Spider-Man from Amazing Spider-Man #7 to 18. Their break-up was partially to do with the increasing burden of Peter’s double life.

7. The Chameleon of 2211 scaped imprisonment from his native reality to Earth-616 in Friendly Neighborhood Spider-Man #10. He took the place of Harrington after issue #13. Spider-Man learned of Harrington’s fate when the Chameleon revealed himself in issue #19, that is also when Spider-Man saw the spiders lurking around the school.

8. Spider-Man’s previous encounter with the Other occurred in Friendly Neighborhood Spider-Man #4/Marvel Knights: Spider-Man #22.

Topical References

• Kelly Kulick states that her favorite bowler is Parker Bohn III. This is a topical reference because he is a real-world person.