Bugaboo

Spider-Man has reactivated an old Adaptoid that takes on an amalgamated form based on the historical Spider-Man and Venom as well as the Spider-Man of 2099. Calling himself Flipside, the deranged android begins hugging Spider-Man in a death grip. This is witnessed by the deranged scavengers known as the Looters. They are delighted because they believe that Flipside is bonding with the masked hero. When Spider-Man pushes Flipside off of him and calls him a psycho, Flipside begins to cry. When one of the Looters tries to comfort the android, flipside responds by cutting his throat. He then turns his attention to Spider-Man.

Back in New York, Dana D'Angelo is out to dinner with Alchemax CEO Tyler Stone. Tyler is manipulating Dana into trusting him, by admitting that Miguel probably told her a lot of bad things about him. Dana recalls how Miguel claimed that Tyler intentionally addicted him to the drug known as Rapture. He tells her that Miguel was interested in designer drugs and he gave him a non-addictive variant to give O'Hara a bad trip and steer him off drugs.[1] Dana wonders if it really worked, pointing out that Miguel has been acting strangely for some time. Tyler explains that people often drift apart. He mentions the death of his wife Nancy, and the murder of his son Kron at the hands of the vigilante known as the Punisher.[2] Tyler admits that he is lonely and that he is attracted to her, even though he is her senior. Dana isn't put off by this, but is confused and needs time to sort out how she feels about it. Tyler then suggests that they sort it out together. As the talk, they are unaware that they are being spied upon by Conchata O'Hara, Miguel's mother.

Back at the Looter's hideout, their leader Packrat is upset that Flipside killed one of his men. Meanwhile, Spider-Man goes over the computer records on the android to learn what he can in the hopes of finding out a way to shut it down, because the machine's artificial intelligence has degraded. Flipside realizes what the hero is doing and smashes the computer before he can learn a way to shut the Adaptoid down. Flipside decides he will kill Spider-Man, however when he lunges at the hero, Spider-Man leaps out of the way. The force of his lung sends Flipside into the next room where Packrat and the Looters have gathered and they begin opening fire on the android. The bullets do little to stop Flipside who angrily lashes out at the Looters. As his captors are being slaughtered, Spider-Man leaves them to deal with the problem on their own. Meanwhile, Gabriel O'Hara and Kasey Nash arrive in their hotel room in Mexico City. There, Gabriel tries to explain to her that he is not really Spider-Man. However, Kasey strips off her clothing, telling him that whatever he wants to talk about can wait until later.

At that moment, Flipside is about to kill Packrat when Spider-Man stops him, even though he doesn't really like the man. In response, Flipside forces Spider-Man's head into his chest to trap him while it begins thrashing the hero. Flipside tells Spider-Man to let go and accept his looming demise. At first, Spider-Man considers giving in but refuses to die like this. Ripping himself free, Spider-Man also rips out Flipside's main power cable. Although the android is able to reroute his power, he needs it back in order to remain operational. When Flipside rushes at him, Spider-Man wraps the power chord around the android's neck and uses it to throw him into a bunch of computer banks. This shorts out the android, deactivating it. Packrat is delighted but threatens to kill Spider-Man anyway. Unphased by this threat, Spider-Man orders Packrat to move. Surprisingly, this demand works and he allows the hero to leave unopposed. As Spider-Man leaves the lair of the Looters, Packrat watches through he monitors. While the hero has his back turned, Packrat orders his men to mobilize to hunt down and kill. However, when he turns he discovers that Flipside is still operational and has killed the rest of his men. Flipside tells Packrat to start running but within moments his screams can be heard echoing throughout the facility.

Returning to the ruins of Nightshade, Spider-Man changes back to Miguel O'Hara. He is happily reunited with Xina. After making some excuses for his absence during the attack on the city, he learns that Angela died. Xina blames Spider-Man for not doing enough to save her life, thinking that the hero is overrated. After burying Angela, Xina wants to go home, but Miguel isn't ready to go home yet. He is still insistent on continuing onward, even when Xina points out that he is running from his problems again. Seeing that she is not getting through to him. Xina walks away, telling Miguel that she see him later.

Recurring Characters

Spider-Man, Gabriel O’Hara, Dana D’Angelo, Conchata O’Hara, Kasey Nash, Xina Kwan, Flipside, Looters (Packrat, Solly), Tyler Stone

Continuity Notes

1. Tyler appeared to forcibly dose Miguel with Rapture in Spider-Man 2099 #1. However, he revealed that this was a deception in Spider-Man 2099 #25.

2. The details of Nancy's death have never been detailed, it was first mentioned that she died in Spider-Man 2099 #25 and that Tyler was responsible. Kron Stone was seemingly killed by the Punisher in Punisher 2099 #2. However, he will resurface alive again in Spider-Man 2099 #35.

Splitting

After a violent incident with Krong Stone, Miguel O'Hara is asked to speak at the council meeting to have the unruly bully expelled. However, Miguel is too afraid to speak up. Angela leaves Xina to try and talk sense into Miguel. However, O'Hara refuses to participate thinking that Kron Stone's father, Tyler, won't allow his son to be kicked out of school. He thinks that he doesn't have any power over the situation and that he is only going to be made a fool of. Xina insists that Miguel needs to do what is right.

Thinking this over, Miguel thinks about what may happen, fearing that Tyler Stone could fire his father and have them evicted from their home in retaliation. Later, Xina appears before the council to tell her side of the story. Hearing this, Tyler Stone insists that her accounting of the situation are allegations and nothing more. Angela Daskalakis insists that they wait for Miguel O'Hara, who witnessed the situation, unaware that Miguel has run away from the school and is hitchhiking along the road.

Recurring Characters

Miguel O’Hara, Angela Daskalakis, Xina Kwan, Tyler Stone, Kron Stone