Complications

The police have cordoned off a warehouse where Spider-Man and Agent Venom had gone to engage the new Crime-Master. They are surprised when the Crime-Master comes running outside to surrender because the two heroes are fighting each other.

Inside, Venom is at the mercy of Spider-Man. Flash Thompson is willing to accept that Spider-Man doesn’t know him but insists that the symbiote is under his control. Flash lulls them all into a sense of false security until his symbiote is able to set off some gas grenades and attack. Spider-Man lashes out with his sonic webbing and accidentally sets off a crate of grenades, allowing Flash to escape from sight. Furious over the symbiote getting away, Spider-Man orders his Spiderlings to begin interrogating everyone since the symbiote can disguise Flash as anyone. Unfortunately, despite his best efforts he is unable to find Venom among the officers and Spiderlings on the scene. He then gets a call from Anna Maria Marconi who wants “Peter Parker” to make up for leaving her to go help Spider-Man. He suggests they meet with his Aunt May and her husband Jay Jameson. Anna Maria agrees, but insists on being the one cooking so she can really impress them. After he is off his call, one of the Spiderlings offers to pull the units searching for the Hobgoblin, but Spider-Man loses his temper on them, saying that they can hunt for both.[1]

Meanwhile, at the Goblin Underground’s hideout, the Goblin King is pleased that Menace has brought him Carlie Cooper. He is impressed that she was able to gather evidence that proves that Doctor Octopus has taken over Spider-Man’s body, but is disappointed that her notes do not detail who the wall-crawler is under the mask.[2] Menace offers to continue questioning her, prompting the Goblin King to use this time to teach the black sheep of their goblin family a family lesson.

Later, “Peter Parker” has brought Anna Maria Marconi to his apartment for the first time so she can begin cooking dinner for his family. She is shocked to discover that the apartment is full of the equipment that “Peter” builds for Spider-Man and insists that they clean up before his Aunt May gets there, fearing she might trip on one of his spider-bots. At first, Otto resists this because his work is at a critical stage, but he relents when she tells him that it would make her happy, something that he wants to do over anything else.

At that same moment, Flash Thompson is at Presbyterian Hospital, after disguising himself as an ETM to escape Spider-Man. After getting drugs that the symbiote needs, he sits in a wheelchair so it can do less work, acting as his replacement legs.[3] As he leaves the supply closet, Flash begins to think about where he can go to lay low. In the hospital lobby he hears some of the staff talking about MJ’s nightclub and this inspires him to check on his friend Mary Jane Watson.

That evening is the grand re-opening of MJ’s Nightclub and Mary Jane has taken the opportunity to thank Pedro Olivera and his colleagues of Ladder 22 who saved her and her staff when the building recently caught fire.[4] Before Mary Jane can pull Pedro onto the dance floor she is approached by Yuri Watanabe who tells her that Carlie Cooper was missing and was hoping Mary Jane could shed some light on the situation since she was the last person Carlie called before she went missing. Mary Jane had been so busy she didn’t take the call. The two women go into Mary Jane’s office so they can listen to the voice mail. In it, Carlie warns Mary Jane to stay away from Peter Parker. When Yuri asks what Cooper could have meant, Mary Jane plays dumb so as not to compromise Peter’s secret identity.[5] Still, this convinces Yuri that Peter Parker is a person of interest that she needs to investigate further.

Back at “Peter Parker’s” apartment, Otto is surprised when Flash Thompson shows up for a visit.[6] He learns that both he and Flash are long time friends dating back to high school, thanks to Flash introducing himself to Anna Maria.[7] Even though “Peter” and Anna Maria are just about to leave to oversee Dr. Elias Wirthham operate on Aunt May, Otto insists that they stay long enough for Flash to talk all about their mutual childhood growing up.

Later, May Parker gets up off the operating table and is told that the procedure was a success.[8] Due to the cybernetics working on a nano-level it was a simple and painless procedure. Jay is a little upset that Peter wasn’t there to see this, but May excuses him because they are meeting up for dinner later. That’s when Doctor Elias Wirtham reveals that May has been moving around without needing her cane.

Meanwhile, mayor J. Jonah Jameson is in a private meeting with Liz Osborn, the CEO of Alchemax.[9] He has come to her to upgrade his Anti-Spider-Man Squad. Liz is concerned about Jameson wanting to use Spider-Slayer technology, since the villain was responsible for murdering his wife. However, Jameson is aware of the fact that Spider-Man is not what he seems and needs a contingency plan just in case.[10] Liz agrees to be discreet and calls in her head scientist Tiberius Stone and his assistant, Miguel O’Mara. Jameson doesn’t want an assistant involved, but Stone and the others insist that Miguel will be a valuable addition to the team, saying that he is really ahead of his time, unaware of the fact that he is secretly the Spider-Man from the year 2099.[11]

Later that evening, “Peter” and Anna Maria meet with May and Jay for dinner. May is a little jealous when Anna Maria prepared wheatcakes based on May’s recipe. That’s when Anna Maria brings up the elephant in the room as there is some tension over the fact that she is a little person. May admits that she is concerned about grandchildren having the same condition if she and “Peter” were to have children. This deeply upsets Otto and when Flash Thompson decides he should go, he orders him to stay so he can change the subject to making prosthetic legs to replace the ones that Flash had lost. Flash tries to turn down this offer, but Otto plays on his patriotism — that this could help other soldiers like him — to make him agree.

An hour later, “Peter” has brought Flash to Parker Industries and has him set up to a machine. Overseeing the process of Elias Wirtham who is concerned that “Peter” made some modifications to the machine. Otto then leaves to get a “specialist” and leaves so he can change into Spider-Man. Wirtham is more concerned, but Spider-Man assures him that he knows what he is doing. This is because the machine that Flash is strapped into isn’t just going to give him cybernetic limbs, but strip him of the Venom symbiote. The process is a success and the symbiote is extracted from Flash’s body. Flash is furious but when he confronts Spider-Man, the web-slinger has to point out that he is standing on his new cybernetic legs.

Spider-Man is certain that he can keep the symbiote contained,[12] but Flash tells him that the creature is stronger than ever before.[13] It suddenly breaks free from the containment unit and bonds to Spider-Man, who pronounces that he is now the superior Venom.

Recurring Characters

Spider-Man, Agent Venom, Goblin King, Goblin Knight, Menace, Anna Maria Marconi, Elias Wirtham, Aunt May, Jay Jameson, Carlie Cooper, Yuri Watanabe, Chief Prachett, Crime-Master, J. Jonah Jameson, Mary Jane Watson, Pedro Olivera, Liz Osborn, “Miguel O’Mara”, Tiberius Stone

Continuity Notes

1. Spider-Man defeated the Hobgoblin in Superior Spider-Man #15-16, only for him to be freed by the Goblin Nation. Spider-Man has had his Spiderlings searching for him ever since.

2. Carlie Cooper has known that Peter Parker is Spider-Man since Amazing Spider-Man #573. Since Amazing Spider-Man #700 she has been suspicious about Spider-Man after Doc Ock took over his body. She began investigating him following Superior Spider-Man #3. Most recently she uncovered the final evidence she needed to prove her suspicions only to be kidnapped by the Goblin Nation. See Superior Spider-Man #17-19.

3. Flash Thompson lost his legs while serving in the military, as seen in Amazing Spider-Man #574. When he was bonded to the Venom symbiote in Amazing Spider-Man #654, the symbiote acted as make-shift prosthetics when he is acting as Agent Venom.

4. MJ’s Nightclub caught fire when it was attacked by three members of Goblin Nation. Mary Jane and her staff were sved by Pedro Olivera and his fellow firefighters. See Superior Spider-Man #10

5. Mary Jane mentions that both she and Carlie used to date Peter. Mary Jane and Peter dated on-and-off for years dating back to Amazing Spider-Man #42. They split up for good following the events of Amazing Spider-Man #545. For the full details see Amazing Spider-Man #638-641. Carlie dated Peter from Amazing Spider-Man #647 until issue #573 and broke up with him when she learned that he was Spider-Man.

6. Flash states that he is visiting for Philadelphia. Flash had recently moved there in Venom (vol. 2) #27.1

7. When Otto took over Spider-Man’s body in Amazing Spider-Man #698, he originally had access to all of Peter Parker’s memories. He cut himself off from this wealth of knowledge in Superior Spider-Man #9 in order to prevent a remnant of Parker’s consciousness from reclaiming his body.

8. May’s leg was injured when Terminus attacked the city in Amazing Spider-Man #694. The extent of the injuries required her to walk with a cane. When Otto learned this in Superior Spider-Man #10, he became determined to cure her.

9. Jameson states here that all the past inventors of Spider-Slayer tech are dead. These include:

   • Spencer Smythe, who hired by Jameson to created the first Spider-Slayer back in Amazing Spider-Man #25. Smythe became obsessed with destroying Spider-Man and would go on to create various new Spider-Slayers until the radioactive isotopes he used gave him terminal cancer ending his life in Amazing Spider-Man #192.

   • Jameson once hired his future wife, Marla Madison, to create a Spider-Slayer robot in Amazing Spider-Man #166. This would be her only contribution to the craft. She was later murdered by the Spider-Slayer in Amazing Spider-Man #654.

   • The Spider-Slayer was Alistair Smythe, the son of Spencer, who became obsessed with destroying Spider-Man to avenge his father since Amazing Spider-Man Annual #19. He later turned himself into a living Spider-Slayer and was later killed by Spider-Man in Superior Spider-Man #13.

10. After the Spider-Slayer murdered his wife, J. Jonah Jameson wanted Smythe to face the death penalty. When Alistair attempted to escape, Jameson ordered Spider-Man to kill him instead. The web-slinger complied but not before recording the order in order to blackmail the mayor into doing whatever he wanted. See Superior Spider-Man #11-13.

11. “Miguel O’Mara” is an alias that Miguel O’Hara has adopted since being trapped in the modern age. He is the Spider-Man of the year 2099. He came back in time to prevent the death of his grandfather, Tiberius Stone and was subsequently trapped in this era. He has decided to use his exile to force Alchemax into becoming an ethical company, contrary to the one that exists in his own time. See Superior Spider-Man #17-19

12. Spider-Man states that the containment unit he has is based on the one built by Reed Richards. Mr. Fantastic once built a containment unit for the symbiote back in Amazing Spider-Man #258.

13. The reason why the symbiote is stronger than before is because the creature had recently been possessed by a demonic entity as detailed in Venom (vol. 2) #23-25.