Old Scores

Two security guards are making their rounds at Brooklyn's Micron Industries when they catch an intruder in one of the labs. In trying to apprehend the intruder one of the guards is killed. When the surviving guard watches the killer climb up the side of a wall, he assumes that it is Spider-Man.

Two days later the news and accusations of Spider-Man being a killer end up on the front page of the Daily Bugle. Seeing this upsets Peter Parker, who expresses his frustrations to his wife, Mary Jane.[1] Although her husband is deeply disturbed by this latest bout of accusations, she knows that he'll do what he always does -- capture the real killer as Spider-Man and then sell photos clearing his name to the Daily Bugle. Meanwhile, at the Four Freedoms Plaza, the Thunderbolts have one of their training sessions interrupted by their mayoral liaison Dallas Riordan.[2] Riordan asks the Thunderbolts to investigate the murder that has been pinned on Spider-Man and learn the truth. After the conversation is over, Mach-1 is looking forward to going after Spider-Man as this time they are secretly the Masters of Evil posing as heroes. Citizen V warns Mach-1 to not let his personal vendettas against the wall-crawler get in the way of their long term goals.[3] Since the killer has been hitting a number of scientific supply warehouses, Citizen V splits up his team to stake out other facilities. Teaming with Atlas, Citizen V admits that he pitties Spider-Man as the Thunderbolts will destroy him regardless of whether he is innocent or guilty.

While in the South Bronx, the Enclave has settled into their new secret hideout hidden beneath a condemned building.[4] Here, Wladyslav Shinski tells his colleagues -- Carl Zota and Maris Morlak -- how the time is ripe for them to use their control chip to enslave the governments of the world and take over the planet. Morlak tells Shinski to stop preaching to them, as they already agree with him. The scientists are just grateful that they are now building their own equipment instead of relying on the resources of others.[5] However, in order to build more of their control chips, they have to send out their androids to steal the equipment they need. With new objectives programmed into them, the androids leave the Enclave's secret hideout to seek out the components their masters need. Elsewhere in the city, Songbird asks Mach-1 why he is so eager to take down Spider-Man. He explains that he has been one of the wall-crawler's most constant foes and knows that Spider-Man is a true hero and wouldn't allow himself to be framed for murder.[6] As such, Mach-1 wants to destroy Spider-Man before he can clear his name. As luck would have it, the pair happen upon Spider-Man who tries to talk Songbird and Mach-1 out of attacking him, to no avail.[7]

Meanwhile, Meteorite and Techo meet with the owner of Factrix, Inc in Hoboken. Mister Kaspar is grateful that the two heroes have come to protect his supply warehouse and leaves the pair to their work. No sooner than they are alone, the two Thunderbolts are ambushed by one of the Enclave's androids. Back in Manhattan, Citizen V and Atlas are continuing their patrol of the city. When Atlas is distracted by two women sunbathing on the roof of a building they are upset that he is peeping on them until they realize who he is and ask for an autograph. At his titanic size, Atlas scratches his name into the concrete of the roof. As he finishes, Atlas shrinks down to find out who is honking their car horn at him on the street. This turns out to be Daily Bugle publisher J. Jonah Jameson who is furious that Atlas is blocking traffic. Before he can get into one of his anti-super-hero tirades, Jonah is placated by Citizen V who tells the publisher that he is a fan of his editorials and that they are out hunting down Spider-Man. Hearing this satisfies Jonah who drives off, glad that someone is finally doing something about the web-headed menace. Back at the scene of the battle, Spider-Man evades attacks from Mach-1 and Songbird. As the battle progresses, the web-slinger finds Mach-1's moves familiar as though he has fought him before. Still, Spider-Man pleads his innocence, but the two Thunderbolts refuse to believe it.[8] While in New Jersey, Techno and Meteorite realize that this android is more powerful than they thought as their powers have no effect on it. Realizing that they are in over their head, Techno radios his other teammates for help.

Citizen V and Atlas quickly come to their teammate's aid, forcing the android to flee. Realizing that Spider-Man is not the real killer, Citizen V goes to the scene of Spider-Man's battle with Songbird and Mach-1 and orders them to return with him. The only explanation that Citizen V provides the wall-crawler is that they discovered new evidence that tells them that he wasn't the killer, leaving Spider-Man to wonder what the Thunderbolts are up to. Inside their ship, Citizen V explains the situation, but Mach-1 still doesn't understand why they don't kill Spider-Man anyway. This prompts Meteorite to spell it out for him, if they killed Spider-Man and the public learned the truth about the android thieves, the Thunderbolts would look bad and this would impede their world domination plans. As they begin plotting the next phase of their scheme, none of the Thunderbolts are aware of the fact that Spider-Man tagged Mach-1 from one of his spider-tracers. By this time, Peter Parker has gone to the Daily Bugle to ask Joe Robertson what he knows about the Thunderbolts. Joe has nothing negative to say about the new super-team and wonders why Peter is asking. Lying, Peter says he is just interested in photographing them for some quick money. Overhearing this is J. Jonah Jameson, who encourages Peter to do so, promising a bonus if he can photograph the Thunderbolts capturing Spider-Man. Jonah's sterling endorsement of the Thunderbolts convinces Peter that there is something suspicious about them.

Meanwhile, thanks to Techno, the Thunderbolts are able to track the android's signal to the Enclave's secret hideout in. Inside, the Enclave has used the stolen components to finish their Transfer Grid. While back outside, Spider-Man has tracked down the Thunderbolts and makes his presence known and decides to show them how the hero game is done by leaping through the skylight. With Spider-Man taking the lead, Citizen V orders his teammates to join the wall-crawler in battle. While the heroes are busy dealing with the Enclave's minions, Zota finishes putting together their "bio-modem" device which allows them to take control of others. Activating the device, he tries to enslave Spider-Man and the Thunderbolts. However, Spider-Man's spider-sense and Mach-1's helmet manage to block out the bio-modem's signals. This forces the pair to fight together, not only against the Enclave's forces but the rest of the Thunderbolts as well. Trying to get to the bio-modem, Mach-1 is blocked by Citizen V. Out of ear-shot from the wall-crawler, Mach-1 begins mocking Citizen V's secret plot of taking over the world and his Nazi ideals. Meanwhile, Spider-Man is forced fighting the Enclave's android, which begins to glow with energies that threaten to explode. Before the bomb can go off, the android is crushed under Atlas' boot. As it turns out, Mach-1's mockery managed to snap Citizen V out of the Enclave's mind control long enough for both men to shut down the bio-modem and free their teammates.

Seeing their plans falling apart, the Enclave flees through the Transfer Grid, using a device to pull all of their minions and equipment through the portal as well. This upsets Spider-Man as all evidence to clear his name has slipped through his fingers. Remembering how Techno recorded the Enclave admitting their scheme, Mach-1 gives a copy to Spider-Man. This convinces the wall-crawler that the Thunderbolts aren't bad after all and he departs after thanking them for their help. Once alone the rest of the Thunderbolts demand to know why Mach-1 suddenly helped Spider-Man. Mach-1 explains that they all knew that Spider-Man was innocent regardless of the accusations and that if they used their position to smear the wall-crawler it would make the hero suspicious and potentially compromise their larger plans. Later that evening, Mach-1 is on top the roof of the Four Freedoms Plaza thinking. He is later joined by Meteorite who has noticed that he is troubled by something. Since she is a psychologist, Mach-1 admits to Meteorite that the real reason why he gave Spider-Man the video because it was the right thing to do. While stabbing Spider-Man in the back was something the Beetle could do, he discovered that it is something that Mach-1 could not, leaving him to wonder if being a hero -- an actual hero -- is something that might be contagious.

Recurring Characters

Spider-Man, Thunderbolts (Citizen V, Meteorite, Songbird, MACH-1, Techno, Atlas), Mary Jane Watson, Enclave (Wladyslav Shinski, Maris Morlak, Carlo Zota), Dallas Riordan, J. Jonah Jameson, Joe Robertson

Continuity Notes

1. 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.

2. The narration of this story mentions how the Thunderbolts had recently moved into the Four Freedoms Plaza. At the time of this story, the original tenants -- the Fantastic Four -- were believed to have died in Onslaught Marvel Universe #1. The Thunderbolts took over the FFP as their headquarters in Thunderbolts #2.

3. The Thunderbolts are really Baron Zemo's Masters of Evil in who began posing as heroes in Incredible Hulk #449. As explained in Thunderbolts #1, the group is taking advantage of the loss of heroes following the Onslaught tragedy in a complex scheme to take over the world. Mach-1 was previously the villain known as the Beetle, who has had a long-standing vendetta against Spider-Man since their first clash in Amazing Spider-Man #21.

4. Zota comments that this hideout is nothing like their original Citadel of Science -- aka the Beehive. The narrative of this story states that the group lost this facility in Fantastic Four #67. However, that is not entirely accurate as they used the Beehive a second time in Incredible Hulk Annual #6.

5. Morlak is referring to the fact that the Enclave was forced to hire the Tinkerer in Spider-Man: Dead Man's Hand #1 to try and rebuild their Transfer Grid.

6. Mach-1 mentions how the first time he became the Beetle, he clashed with the Human Torch. That was in Strange Tales #123

7.  Spider-Man reminds them of all the nice things he said about the Thunderbolts in the press. Spider-Man gave his opinion on the Thunderbolts in Thunderbolts #1.

8. When Mach-1 mockingly suggests that the real killer is a robot, Spider-Man quips about how "it's been known to happen". Spider-Man's isn't lying as Kang the Conqueror once made a robot of Spider-Man back in Avengers #11.