Facedancing

It is a snowy winter day in Midtown Manhattan as New Yorkers are sent fleeing by the Kangaroo, who is on a new rampage. However, the villain is easily dealt with by Spider-Man who arrives on the scene and takes the Kangaroo down with a single punch.[1] After webbing up the crook, Spider-Man wonders who in their right mind would take on the identity of one of his most ridiculous foes and as he swings away he can't wait to tell his wife Mary Jane about this bizarre encounter.[2]

Elsewhere, Doctor Ashley Kafka continues her treatment of the Chameleon who has been undergoing constant treatment since a mental breakdown.[3] Having disguised himself as Spider-Man, the Chameleon feels safe wearing the face of another, but Kafka manages to convince him to resume his natural form. The Chameleon asks Ashley why she insists on helping him out. She tells him that compassion doesn't need an explanation and that she wants to help him. She helped the Chameleon break out his cell and hid him in the sub-basement because she didn't want him to be incarcerated by the FBI when she is so close to making a breakthrough with him. As she explains this, the Chameleon continues to change his appearance until Ashley gets frustrated and tells him to stop. When he refuses to do so, she threatens to stop her treatment and tells the authorities where they can find him. This prompts the one-time spy to stop and plead for her to help him. With her guard down, Ashley is grabbed by the Chameleon who then begins choking her.

Elsewhere, Peter Parker, his wife Mary Jane, and Flash Thompson spend an evening out with Liz Osborn. Liz is happy to be out doing something after spending so much time grieving over the death of her husband Harry.[4] Although this is a joyous occasion, Flash has a negative attitude and his binge drinking is starting to make Peter concerned. Instead of allowing Flash to order another drink, Mary Jane suggests that they walk to Veniero's to get some cheesecake. That's when Liz's boyfriend, Foggy Nelson, arrives to join them, irking Flash even more. While they make their way, Peter tries to find out what's bugging Flash. Thompson tries to use their past animosity to blow off Peter's concern in his well being. Ultimately, Flash gets tired of Peter's constant questions and tells him he wouldn't understand and storms off. Concerned for his friend, Peter makes an excuse to slip away so he can confront Flash as Spider-Man. The wall-crawler swoops Flash off the streets, explaining that he saw the president of his fan-club moping around and decided to see what's wrong, particularly since Flash has always supported the wall-crawler no matter what.[5] Feigning dislike for his alter-ego, Spider-Man gets Flash to talk about what's bothering him. Flash points out how Peter Parker was a scrawny nerd when they were in high school, but now he has his life together: He is a respected photographer, he is married to a model, and her somehow gained the muscles he was lacking in school. He then compares this to his own life, at twenty-five years old, Flash is in a dead-end job, he's gaining weight from his drinking, his hair is starting to thin and he doesn't even have a girlfriend. Spider-Man points out that Flash is being a doofus, that he doesn't need rewards for being a good person and looking after himself, the wall-crawler points out that he has never received a reward for any of the heroic things he does.

Meanwhile, at their penthouse apartment, Marla Jameson is reading Doctor Ashley Kafka's book on Ravencroft Institute and suggests that her husband, J. Jonah Jameson read it. Jonah refuses to do so, saying he knows all he needs to know about costumed heros and psychopaths. Instead, he tries to be romantic by reading his wife a poem out of a book. Unfortunately, the mood is ruined when Jonah hears a noise and instantly begins to worry about their safety. Marla insists that Jonah is being paranoid and begins working to calm him down. However, Jameson's fears for safety are warranted, as not far away the villain known as Jack O'Lantern continues his silent vigil of the Jameson apartment. Back at Ravencroft, Ashley Kafka finds John Jameson -- the head of security -- and asks for his help in finding the Chameleon. However, when he suggests they raise the alarm, she insists that they keep this quiet for the time being. Leaving in one of the facilities ambulances, Ashley explains to John how she was hiding the Chameleon in the facilities sub-basement. Once they get a distance away, Kafka tells John to stop and convinces him to give her his gun. Shockingly, the woman who appears to be Ashley Kafka shoots John Jameson. In reality, this was the Chameleon in disguise.

Back in Manhattan, Spider-Man drops Flash off at his apartment and tells him to keep in mind the advice he has been given. Inspired by Spider-Man's words, Flash tells some kids sitting on the stoop of his building that smoking is bad for them. When they two boys refer to him as "sir", Flash can't help but smile to himself. Spider-Man is swinging away from the scene, wondering what he can do to help Flash out. Thinking that his friend might need to meet someone nice, he wonders if his wife Mary Jane knows someone they can set up on a date with Thompson. That's when Spider-Man spots an impossible sight: Doctor Octopus attacking Peter Parker.[6] Thinking this is the work of Mysterio, Spider-Man leaps at "Doctor Octopus", passing through what is actually a hologram. That's when "Peter Parker" reveals his true identity, that of the Chameleon, explaining that he exploited Spider-Man's connection to Peter Parker to lure the wall-crawler into his trap. Remembering how the Chameleon was responsible for tricking Parker into thinking that his parents were still alive, Spider-Man is spoiling for a fight.[7] However, the Chameleon has forseen this happening and coated his clothing with chemicals that cause Spider-Man to black out.

When the wall-crawler comes around, he finds himself in a straight jacket in a cell with Doctor Ashley Kafka. Spider-Man demands to know what's going on only for Kafka to try and convince him that he is not Spider-Man, but Herbert Smith, a 39-year-old science fiction writer who has suffered a nervous breakdown. When Spider-Man insists that this isn't true, Ashley pulls off his mask and tells him to get a good look in the mirror. Looking at his reflection, Spider-Man is shocked to see the face of a stranger looking back at him.

Recurring Characters

Spider-Man, Ashley Kafka, Mary Jane Watson, Flash Thompson, Kangaroo, Chameleon, Jack O’Lantern, Liz Osborn, Foggy Nelson, J. Jonah Jameson, Marla Madison, John Jameson

Continuity Notes

1. Although this man looks like Frank Oliver, this Kangaroo is not Oliver. Frank Oliver died in Amazing Spider-Man #126. The Spectacular Spider-Man #244 clarifies that this is Brian Hibbs, who is Frank Oliver's successor.

2. 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.

3. The Chameleon has been incarcerated at Ravencroft since he was driven mad by Spider-Man during the Pursuit story arc.

4. At the time of this story, everyone thinks that Harry Osborn is dead following the events of The Spectacular Spider-Man #200. However, unknown to everyone at the time, Harry survived as explained in Amazing Spider-Man #581. He will resurface again in Amazing Spider-Man #545.

5. Flash founded a Spider-Man fan-club back in Amazing Spider-Man #17. Flash states that he actually hasn't had a meeting of the fan club in about five or six years. Per the Sliding Timescale of Earth-616, Flash founded his club roughly nine years prior to this story.

6. There is more than one reason why this scene is impossible. Other than the fact that Peter Parker is Spider-Man, at the time of this story Doctor Octopus was dead, as seen in The Spectacular Spider-Man #221.

7. Peter Parker's parents were killed while on a spy mission some 20 years prior to this story, as seen in Amazing Spider-Man Annual #5. The Chameleon was responsible for creating simulacrums of Peter's parents. Parker first encountered these impostors in Amazing Spider-Man #365 and eventually uncovered the truth about them in Amazing Spider-Man #388.