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The Amazing Spider-Man #471

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  • Flint
    Glass shattered as two muscular bodies crashed through the windows of the offices of Mysterio Productions, the recently started effects company of one Quinten
    Message 1 of 21 , Feb 1, 2007
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      Glass shattered as two muscular bodies crashed through the windows of
      the offices of Mysterio Productions, the recently started effects
      company of one Quinten Beck, the infamous super-villain more well-
      known as Mysterio. Quinten Beck was identified as one of the
      bystanders on the street, as he had fled his offices moments earlier
      in the heat of battle. Within the building, unknown to anyone on the
      night streets below, was a man in the green body armor, purple cape,
      and rounded glass helmet of Mysterio.

      The two bodies rapidly decending from the office were the Black
      Tarantula and the Amazing Spider-Man. The Tarantula wore black all
      over, covering every inch of his large body, with a blue spider-
      shaped design on his mask. Spider-Man wore a costume which was a
      variation on his usual attire, a nanosuit with special properties
      that boosted his strength during the time of transition back into
      heroics for Ben Reilly, the clone of the original Spider-Man.

      The Black Tarantula held Spider-Man's neck from behind and had begun
      to exert pressure. Things were rapidly darkening, and Spider-Man
      began to worry as he could feel the ground approaching. He reached
      out with his arms, struggling with all his might against the
      Tarantula's legs which were trying to wrap themselves around his arms
      in anticipation of his escape attempt, and shot strands of webbing at
      parallel buildings.

      The weblines caught hold, and the pair sprung back up, the jerk of
      the motion causing the Black Tarantula to loosen his grip on Spider-
      Man. Spider-Man capitalized and shook him off, arms still holding
      tight to the weblines which, as was so often the case, had become his

      The Black Tarantula flipped in the air, landing on a nearby rooftop.
      Spider-Man was glad he didn't have to rescue the Tarantula from
      becoming so much roadkill, but didn't anticipate going another round
      with the guy. After all, it had only been about a week since he had
      reclaimed the webs, after many months of inactivity and power
      fluctuation. As it was, he still was far from peak physical
      condition, and his reaction time was still off, even with his spider-
      sense leading the way for him. He couldn't even handle the Jack
      O'Lantern recently, and he was just a guy on a hover-disc. From all
      he'd heard, the Black Tarantula was just as strong as he was, and
      fierce. He had been in charge of the South American operations of the
      Mafia Syndicate, while it was still running strong, though, to Ben's
      knowledge, it had since fallen apart, with the ruin of its leader,
      the Chameleon, and other factions of the syndicate wanting to return
      to running their own operations.

      Spider-Man dropped to the rooftop, landing on his feet. The landing
      wasn't as graceful as he'd have liked, but at least he hadn't fallen
      over this time. It was a start.

      Across the street, Mysterio looked on the two combatants from the
      broken windowsill and prayed that Spider-Man would prove triumphant.
      The criminal life was no longer the way he wanted to go. He needed

      The Black Tarantula stood before Spider-Man, grinning beneath his
      mask, ready to begin. He stood calm, prepared; Spider-Man's chest was
      beginning to visibly move, as he was already out of breath. The old
      spider-stamina was not yet back in full force.

      "Don't pass out too soon," the Black Tarantula taunted, "I want to
      enjoy this!"

      When Peter Parker was bitten by a radioactive spider, he gained great
      power; but when the naivety of youth resulted in the death of his
      beloved Uncle Ben, he learned that with great power, there must also
      come great responsibility. Now, with Peter Parker having accepted
      greater responsibilities, Ben Reilly, his clone, has claimed the
      title of the Amazing Spider-Man, to strive against evil however it
      might strike...
      Alternate Marvel Presents: The Amazing Spider-Man!

      The Amazing Spider-Man #471
      "Toe-to-Toe with the Black Tarantula"
      January 2007
      Writer: John Flint
      Webchief: Liam Gibbs

      Spider-Man took a careful step forward, not wanting to approach
      foolishly and fall into a trap. His spider-sense was ringing out in
      his head at a steady, rythmic pace. The Black Tarantula, it was
      telling him, was still very much a threat (as if he needed told that)
      but was not yet ready to strike.

      "So, tell me," Spider-Man said between deep lungfuls of air, "what're
      you doing this side of Panama? I thought you'd gone back to your
      homeland to focus on your cartel down there."

      "I did," the Black Tarantula answered, straightening up and lowering
      his arms, inviting his enemy in, "but when I saw the state of
      disarray the underworld was in in New York, even with most of your
      kind absent, (1) I had to step in and lead them to more lucrative
      services. I cannot let the Maggia have all the fun."

      "You equipped a new Mysterio," Spider-Man asked, hoping it would buy
      him some more breathing time, "Why? To discredit Beck for some
      reason? To draw me out, so you can try to finish me off now and be
      done with it?"

      "Ha," the Black Tarantula lunged, grabbing Spider-Man by the middle
      and squeezing with both arms, "I have done no such thing! Mysterio
      needed financing, and did not think as to what services he would owe
      me thereafter! As to why I used him thus, it was not simply to kill
      you; if I wanted that, I would have brought my snipers with me and
      been done with it. No, I must best you, my North American counter-
      image, in one-on-one combat! If you are destroyed any other way, then
      I shall always wonder who would have proved the superior!"

      "A mob boss with a sense of honor," Spider-Man struggled to free
      himself of the death-squeeze, his ribs near to cracking, "but, c'mon,
      I saw Beck fleeing your new Mysterio just now! Unless that was part
      of the set-up..."

      "That was to ensure Mysterio would aid me in this final endeavor,"
      Tarantula revealed, hurling Spider-Man across the rooftop
      leisurely, "the decoy is one of my men. Whether or not the police see
      through the ruse and arrest Beck matters not at all to me. All that
      matters is this, our glorious battle, and my fair victory over you!
      Do not make this too easy!"

      "Yeah, well," Spider-Man coughed before hopping back onto his
      feet, "It's been awhile. I kinda let myself get rusty."

      "Then you shall either remove the cobwebs, pardon my pun," the
      Tarantula said as he stepped forward, "or you shall die."

      "There is a third alternative," Spider-Man proposed, "I could always
      flee, and live to fight another day."

      "You cannot do that," the Tarantula said, "because, when you read of
      the people I have had murdered after your act of cowardice, you shall
      never forgive yourself. No, you shall stay and you shall fight me."

      The Tarantula motioned for the Spider-Man to approach him, standing
      there tall and fearless while Spider-Man was still crouching and
      breathing heavy. Spider-Man flung impact webbing at the Tarantula,
      then kicked out with both feet at the Tarantula's head, knocking him
      back off his feet.

      With the Black Tarantula down, Spider-Man sent a flurry of blows on
      his face and body, as the Black Tarantula struggled to free himself
      of the complicated net of impact webbing. "Don't kid yourself trying
      that," Spider-Man said, "just lie back and surrender and you won't be
      feeling half as bad in the morning as you will if--"

      The Black Tarantula tore through the webbing and kicked out at Spider-
      Man's chest, knocking him back and knocking the wind out of him.

      [In the windowsill]

      Mysterio looked out upon the fight, and wondered what was to come. If
      Spider-Man won, as he always had, then the Black Tarantula would go
      to jail. Mysterio himself would probably be able to flee, given his
      skills in deception and illusion, but then the Tarantula would no
      doubt tell all to the authorities once he was out. Though the
      Tarantula could easily have Beck killed while being held or out on
      bond, Mysterio doubted that he could do the same to the Black
      Tarantula, whose real name was as yet unknown to him. If Spider-Man
      somehow lost and died, that would make Mysterio an accessory to
      murder, and then he might never be able to leave prison, once caught.

      "I wouldn't have to pay the Tarantula back," Mysterio said to
      himself, "if there was no Tarantula to repay... and no one would ever
      have to know..."

      The opponents were far too engrossed in their own scuffle to notice
      Mysterio aiming his shot. Would his finger-blaster really have the
      range to strike and kill someone from so far away? Mysterio doubted
      it, but a clear shot could momentarily stun or disable a combatant
      and give the advantage to his opponent.

      Mysterio pointed his index finger, in the style of a hand resembling
      a handgun, and fired a thin laser beam at the Amazing Spider-Man.
      Inside his fishbowl-like helmet, Quinten Beck was sweating profusely.
      If he made the wrong choice, it could be disastrous for his life, his
      future, his company, everything he now held dear... but if he did
      nothing, it could be just as bad...

      Spider-Man dodged the laser blast, which struck the rooftop
      ineffectually, but wound up swiped by a blow of the Black Tarantula's
      fist. It barely connected, but it was hard enough to send Spider-Man

      "I sure hope I know what I'm doing," Mysterio said to himself, and
      looked around the office for something that was heavy he could throw
      out the window at the fighters.

      [On the ground]

      The false Quinten Beck looked up, now able to see only the occasional
      costumed limb when the fight veered to close to the edge of the roof.
      The spectators had gotten enough sight of him by now, he was sure,
      and so he turned the ignition of his car. Some might question why, if
      he was fleeing the new Mysterio, he didn't leave as soon as he could,
      but surely with all the other people just standing around, watching
      the fight, it would be allowed that he would do the same. Even
      Mysterio was, after all.

      After driving several blocks away, the Ringmaster peeled away the
      Quinten Beck face-mask. It was annoying that he was even working for
      the Tarantula to begin with; it hadn't been so many years since he
      was leader of the Circus of Crime, traveling criminals with a unique
      angle to exploit; and then he had been fairly successful in his work
      with the federal government, lending them his expertise in hypnotism.
      Unfortunately, the government didn't pay as well as crime did. He
      couldn't come crawling back to his circus, and so there was another
      possibility: and so, now he found himself driving away after publicly
      posing as the man called Mysterio.

      He wanted to be paid, but at the same time, the Ringmaster hoped that
      Spider-Man would ring the Black Tarantula's clock. Guy was a super-
      strong jerk, as far as he was concerned. He could talk to Samson, see
      if the Hulkbusters could use his peculiar talents...

      The Ringmaster coughed.

      [Back to the rooftop]

      "Is that it?" The Black Tarantula asked, as he held Spider-Man up by
      an arm, firmly grasping him by the wrist. Spider-Man heard something
      snap; feeling no pain, he assumed it could only be his web-shooter
      breaking. Sure enough, he felt something sticky oozing down his arm,
      and it wasn't blood.

      "There's always more," Spider-Man said as he swung his legs around to
      kick; the Black Tarantula caught the blow with his free wrist,
      striking at Spidey's legs and hurting them. The Tarantula quickly
      grabbed both ankles and held tight. Spider-Man fired webbing from his
      left, directly into the eyeslits of the Black Tarantula's mask.

      The Tarantula dropped Spider-Man to grab at his mask. Spider-Man
      landed hard on the rooftop and rolled away from his foe to put some
      distance between them. He looked down at his right glove, which was a
      mess with all the webfluid just leaking out beneath the nanosuit. The
      suit would absorb the webbing and keep it from becoming a problem
      with his skin, but the web-shooter would need fixed.

      "Argh!" the Black Tarantula cried out as he ripped his mask off. "No
      one has so humiliated the Black Tarantula! No one!"

      "Yeah, I'm a stinker," Spider-Man said as he webbed the Tarantula's
      legs together and tried to pull him off his feet. The Tarantula
      growled and spread his legs with such fiercesome power that it
      actually broke the strands of webbing apart, and the Tarantula was
      now beginning to breath hard, not from exertion but from rage, as he
      saw his ruined mask flitter to land beside his boots.

      "I cannot continue in such a state," the Tarantula cried, "It is

      The Tarantula turned his back to his foe and started towards the edge
      of the roof. Spider-Man ran after him. The Tarantula leapt off the
      side, and within seconds, Spider-Man was at the edge, looking for
      where his foe had gone. He was nowhere to be seen, and spider-sense
      was of no assistance in picking him out.

      "Spider-Man," he heard a voice call, and spun to see Mysterio in the
      windowsill, waiting for him. He removed his own helmet and cried
      out, "I'm not going to run. I give myself up! No more illusions and

      Spider-Man picked up the Black Tarantula's torn mask and shot a web
      from his remaining shooter to cross high above the street, to arrest
      Mysterio, the one and only.

      [The end.]

      NEXT TIME: Anthony Stark!

      1. Daredevil has been in Europe, see Time & Tide; the Punisher has
      died, see Spank Frank; and Spider-Man had been out of action until
      recently returning.
    • Flint
      [New York.] Ben Reilly kept his hands in the pockets of his shabby coat, his arms holding tight against his sides as they held important documents; his resume,
      Message 2 of 21 , Mar 1, 2007
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        [New York.]

        Ben Reilly kept his hands in the pockets of his shabby coat, his arms
        holding tight against his sides as they held important documents; his
        resume, letters of reference, and a few minor papers he wrote while
        working as chemistry teacher at the Montana school for gifted
        youngsters, presently a pile of ash after a well-placed nuclear
        detonation. Fortunately, the student body survived, now dispersed as
        young adults into the world. Dr. Henry McCoy was on the news again,
        having recently rejoined the Avengers, and so his recommendation
        would be one of the highest possible from a mutant.

        As Ben walked to the street from his apartment, he could feel the
        wetness in his feet, his socks and shoes providing little resistance
        against the melting snow-waters. He shivered slightly, watching his
        white breath disperse into the air as he walked to the street. It was
        now winter, and Ben was immensely glad that Peter had given him the
        nanosuit, which was far better than the original Spider-costume in
        keeping its occupant warm, even in the single digit weather.

        Ripping his free hand from its hole-filled pocket, Ben raised it up
        and called out for a taxi. He had another job interview to get to,
        and he hoped that this one would be the one. He certainly needed it;
        after his battle with the Black Tarantula, he was down to all of one
        functioning web-shooter, the other crushed in the fight. He was also
        running low on web-fluid, with no money to make more. At least, not
        if he wanted to have enough to eat tomorrow.

        Ben looked up into the sky, admiring the light snowfall. Out of the
        corner of his eye, he could have sworn he saw the figure of a man
        plastered on the side of an adjacent building, arms and legs spread
        like Spider-Man might whilst wall-crawling. Ben's eyes automatically
        shifted to the yellow taxi-cab as it screeched to a stop before him,
        driving some slush up onto the sidewalk and onto Ben's rapidly
        deteriorating shoes. When Ben's eyes had returned to the spot, there
        was no man there. Of course, if someone had been eavesdropping on
        him, his spider-sense would have gone off...

        Assured that he was safe, Ben opened the door and stepped into the
        cab. "Stark Tower," he told the driver, with the lightest beginnings
        of a grin on his face. Things were looking up.

        Then the taxi driver entered into the traffic, and Ben's spider-sense
        throbbed at a low rate as the cab weaved and sped over patches of
        slush and ice. Ben clamped down his eyes and struggled to not tear a
        door off and jump out. Surely, there had to be a safer way to travel.

        When Peter Parker was bitten by a radioactive spider, he gained great
        power; but when the naivety of youth resulted in the death of his
        beloved Uncle Ben, he learned that with great power, there must also
        come great responsibility. Now, with Peter Parker having accepted
        greater responsibilities, Ben Reilly, his clone, has claimed the
        title of the Amazing Spider-Man, to strive against evil however it
        might strike...
        Alternate Marvel Presents: The Amazing Spider-Man!

        The Amazing Spider-Man #472
        "The Solution is Stark"
        February 2007
        Guest-Starring Anthony Stark!
        Writer: John Flint
        Editor: Josh Greer
        Webchief: Liam Gibbs

        [Stark Tower.]

        Ben wiped the sweat from his brow, happy to have survived both the
        ride and the constant pain of his spider-sense warning him to remove
        himself from the speeding vehicle. He patted gently at his hair,
        hoping it looked okay, as he walked towards the door.

        He was stopped by a black and gray suit of armor, which looked over
        his documents and then called inside to verify that Ben Reilly was to
        meet someone today for an interview. For several minutes, High-Tech
        stood guard, waiting for confirmation or denial, while Ben stood
        beside him, optimistically waiting with his file under an arm.

        "Nothing personal," High-Tech said, feeling sorry for the wreck of a
        man before him, clothes ragged, hair disheveled, file no doubt out of
        order, face sweaty. Probably the kid's first real interview out of
        robot-building school. "We just have to take these precautions, lots
        of security risks these days. Saboteurs, that sort of thing."

        "I understand," Ben nodded, a tad too enthusiastically. "Have I been
        cleared yet?"

        High-Tech was silent for a moment, then conceded, "You're good. Good
        luck, Mr. Reilly."

        "Thanks," Ben smiled as he passed the armored guardian.

        Ben stopped, dead in his tracks, several steps inside, and turned
        back to look at High-Tech. Something was setting his spider-sense off
        to a low tingle. It wasn't just High-Tech's presence; he had stood
        right next to him for several minutes, and the buzz wasn't strong
        enough to indicate he was about to attack. So, what then?

        "Is there a problem, Mr. Reilly?"

        Ben snapped out of his momentary daze and replied, "No, I guess not.
        I'll just be going to my interview, now." He shook his head; first
        visual hallucinations, and now his spider-sense was misfiring? It
        must have just been nerves, the same way Peter once lost all his
        powers through a purely psychosomatic illness.

        Ben turned back around and walked up to the receptionist, to announce
        his presence. Meanwhile, invisible to all modern forms of detection,
        the Ghost followed him in, the end of his cape just barely making it
        inside before the glass door fell shut once more.

        Having made sure to not step in any snow, thereby making no tracks,
        and having spent hours every day practicing his slow-breathing
        techniques, the Ghost had passed High-Tech without the reformed super-
        villain having seen or heard a single suspect thing. The Ghost just
        hoped that whoever the poorly dressed man was wasn't some new psychic
        that Stark was bringing in to protect his firm.

        If that were the case, then the Ghost would just have to do something
        about that...


        The Black Tarantula sat in the dark room, the blinds hiding the
        sunlight of the outside world. He sat in the darkness, a brand new
        mask of the same design as his old one now worn over his face. He
        stared at the slide being projected on the far wall; a slide of
        Spider-Man in action. It was outdated, an image of Spider-Man in his
        old costume, taken while he helped Namor fight some sea-spawned

        "Guess he got the better of us," Ringmaster said, his voice a bit
        quivering, as he left the door open a crack behind him, "Beck isn't
        making any deals to charge us with any crimes just to reduce his
        sentence, but we should still make a statement with him, I say, so
        everyone knows not to betray--"

        "Do I look like a bearded woman?"

        The Ringmaster was silent for a moment and then replied, "I've never
        seen you without your mask on, so in all fairness, I wouldn't know--"

        "My point is that this is not a circus we're running," the Black
        Tarantula rose from his chair, "This is not the Circus of Crime,
        Ringmaster. You are not in charge here. I am. I am the one
        responsible for the Mafia Syndicate, now that the Big Man is no more,
        and I will not be led by a government informant who misses his past
        illegal activities."

        "I hardly think that's fair," the Ringmaster said, his voice fairly
        condescending, his eyes widening as he realized that the tone he took
        was unintentionally that which he saved for underlings, and added,
        meekly, "I had to get out of the Circus of Crime, my ulcer after run-
        in after run-in with super-heroes was killing me, but now that I'm on
        medication and my nervous condition is gone, I can resume my past

        "And yet, you do not return to any Circus," the Black Tarantula
        said, "not any literal circus, at least. My point is that I lead
        here, and I decide what we shall do or shall not do. Beck will not be
        harmed, not by the Mafia Syndicate. He has served his purpose, and
        what he does now is his own choice. He has nothing concrete to link
        us to anything. I do not fear Mysterio."

        "Served his purpose," Ringmaster reiterated, "you mean, brought
        Spider-Man for you to fight? That... didn't really seem to go to

        "It went precisely to plan," the Black Tarantula snapped, "I wanted
        to measure how powerful Spider-Man is. He is nothing; he is weak. I
        would have crushed him then and there, without any effort, if not for
        the tranquilizers I intentionally took beforehand, just to make
        things sporting."

        "Oh. Well, then."

        "Next time," the Black Tarantula vowed, "The Mafia Syndicate will
        show no mercy, and Spider-Man and I shall battle to the end!"

        [Stark Tower.]

        "So, as you can see," Ben prattled on, "I have highest
        recommendations from Dr. McCoy, and the late Dr. Trainer--"

        "Yes," Anthony Stark said, looking far from interested. His view kept
        deviating from Ben to the window beyond him. In his mind, he was far
        less concerned with the vagabond before him, as well recommended as
        he may be, as with his own problems. His assistant and friend, Happy
        Hogan, was presently being held without bail for wanton destruction
        in Chicago under the influence of cobalt rays, which had the
        unpleasant effect of transforming him into a marauding Freak.

        "Your papers are impeccably researched," Tony said, his mind shifting
        momentarily back to the interviewee at hand, "but I do have concerns.
        For one, there's the matter of your background. It was well-done, but
        eventually my people found that it had somehow been entered
        artificially into the appropriate computers only a few years ago.
        You'll agree, I imagine, that this sounds incredibly suspect.

        "As you no doubt noted from the guard at the door, High-Tech," Stark
        continued, "security is a very high priority here. It has to be; we
        accept some of the most top secret projects in the world. To let just
        anyone inside would be a terrible danger, a threat to the security of
        the entire free world.

        "I know you're smart enough, Hank's letter tells me that much. The
        question is whether or not you, a man with an artificial past, can be
        trusted with top-level security clearances. Can I trust you,
        Mr. 'Reilly?'"

        Spider-sense screaming at him, Ben let his instincts take over,
        hopping out of his chair and over the desk, tackling Tony Stark
        against the ground. As he did so, before Tony could react with the
        worst of assumptions, a bullet crashed against the reinforced glass
        window, scratching it without entirely piercing it.

        "You're under attack," Ben said to Tony, both laid out behind the
        long desk, "stay down!"

        The Ghost materialized, turning translucent as he stepped around the
        desk, a rather simple revolver in his hand. It seemed fitting, this
        way, that the world's leading inventor be killed by an antiquated
        weapon. "I've come to put an end to you, once and for all, Stark."

        "He won't be able to fire that gun as long as he's untouchable," Tony
        whispered to Ben, "the bullet would just pass through us! No doubt he
        wants to talk us to death before finishing us off..."

        "Glad to hear it," Ben said, then threw himself at the Ghost, who
        laughed as Ben went through him and crashed into the wall by the
        door. The Ghost turned his attention fully to Tony Stark, who
        remained dropped down on the floor of his office, unable to reach the
        phone or any secret security panels from his current position.

        "As soon as you can no longer see me," the Ghost said, holding his
        revolver firmly pointed between Stark's eyes, "you're dead."

        [Behind the door.]

        Ben slid back, quickly peeling away layers of clothing. He then
        pressed the button on his watch to activate his nanosuit, and it
        spread over him, fitting like a warm glove. Once more garbed as the
        Amazing Spider-Man, he hopped above the door, sticking to it for a
        brief half-second before bounding onto Tony Stark's desktop.

        "Good to see you again, Moon Knight," Spider-Man said, bowing to the
        gun-wielding Ghost, who immediately reacted to the distraction by
        reaiming his gun at the wall-crawler.

        "I'm not Moon Knight, I'm the Ghost," the villain corrected, "is it
        really so hard to get that? Do I have a crescent on my chest? Look!
        No crescent! No moon-ship! I'm the Ghost, dammit, the Ghost!"

        "Oh, right," Spider-Man said, scratching his mask, "I thought you
        were supposed to be a leather-clad biker with a flaming skull? Used
        to give me the creeps, that guy!"

        "That's Ghost Rider," the Ghost said, his gun fully trained on the
        Spider-Man, "and now I know you're mocking me. As soon as I turn
        invisible, you're a dead man. Then, your evil buddy down there,
        groveling where he should."

        "Righty-o," Spider-Man replied, shooting a ball of impact webbing
        from the one web-shooter he still had. He didn't expect it to work,
        but he didn't need the Ghost to know he knew, as he might then
        suspect that the interviewee he'd just encountered was also the
        webslinger. "Huh. Don't see that everyday."

        "You won't see another day, corporate swine," the Ghost declared,
        taking a step back as his glove manipulated a dial on his
        belt. "You'll be next, Stark, so pay attention! This is what your
        lackeys receive for following you! Death!"

        Suddenly, the Ghost disappeared. Immediately, commanded by his spider-
        sense at the same split-second, the Amazing Spider-Man leapt straight
        up into the air, dodging the bullet that thundered its emission into
        the room. Spider-Man tapped the ceiling with one hand, adjusting his
        angle of descent as he came back down, using his spider-sense to
        target the invisible but tangible Ghost.

        One swift kick dropped the Ghost, whom Tony Stark could hear grunting
        in pain. The gun clattered to the floor, dropped by the villain, and
        sparks rose around it as it became visible. "You can see me! But...
        how is that possible?"

        "Trade secret," Spider-Man replied, while the Ghost switched to
        intangibility and fled the room.

        "Don't try to follow me, Stark," the Ghost cried out, "I'll be gone
        before your thugs can catch me! No one can fade away quite like the

        Spider-Man took a step but was stopped as he felt Tony Stark grab his
        arm. "He's right; he's gone."

        "But, if we hurry, High-Tech can help us," Spider-Man suggested. Tony
        shook his head.

        "He won't use the front entrance, but he's already gone through a
        wall by now. His mission was a failure, now he's running home to plan
        his next move against me." Tony Stark stroked his goatee thoughtfully
        then said, "And if you're still interested, knowing the kinds of
        dangers you'll face daily, the job is yours, Mr. Reilly."

        "Please tell me I didn't forget to put my mask on," Spider-Man said,
        and then shook his new employer's hand.

        NEXT ISSUE: A new era begins!

        Morbius, the Living Vampire
        "Meet the Mechanimen!"
        February 2007
        Writer: John Flint
        Editor: Josh Greer
        Webmaster: Liam Gibbs

        Flying high over the Atlantic Ocean, the SHIELD Hellicarrier carried
        a number of unusual passengers. Two of them were members of SHIELD's
        prestigous Super-Soldiers Program, the Mimic and Moonraker. A third
        oddity, who crossed the pair's path in a hallway and caused them to
        stop and think whether or not he was an intruder, was the former
        scientist Michael Morbius. Long black hair contrasted sharply against
        moon-white skin. The Living Vampire passed the superhuman pair
        without a second thought, whilst they had to stop in their tracks and
        silently ask each other if he were a fellow agent, visitor, prisoner,
        or terrorist.

        Morbius showed an armed guard his security card, and the Super-
        Soldiers walked on. The guard stepped away from the door, and it slid
        open with a polite hiss as Morbius entered. Inside that room, with
        icicles dripping from the ceiling in the intense cold of the
        refrigeration unit, stood an immobile fourth oddity.

        The Hellicarrier was transporting the inert android form of the Bi-
        Beast, protector of Sky Island. This was a significantly crucial
        mission that they'd felt the need to call in even the pseudo-vampire;
        of course, the Bi-Beast had once taken over the entire Hellicarrier.
        Then again, as Morbius thought back, what super-villain hadn't, at
        some time or another, done precisely that?

        "How's he look?" Agent Carter Grant asked, looking in but not daring
        to step into the freezing cold of the room. He wore a suit, as usual,
        and kept his pipe firmly between his teeth.

        "Cold," Morbius replied, staring at the inactive android. From all
        he'd heard of its mental capacity, it seemed a shame to just send it
        from one storage facility to another. If only they could reprogram it
        to not hate humanity and crave revenge on the destruction of Sky
        Island, it could do so much. Perhaps even cure Morbius's condition...

        "Ha, ha, of course he does," Grant laughed, "come on back out, Mikey.
        We'll leave him be for awhile and grab ourselves some grub. Whatta
        you say?"

        "My dietary needs will frighten our co-workers," Morbius warned. "I
        dine alone."

        "Right, can't swallow blood in the cafeteria," Grant chuckled to
        himself. "Well, suit yourself, Mikey. I'll check in with you again in
        another hour."

        Morbius nodded, but Grant had already turned and was swiftly moving
        through the hall. Morbius stepped out of the frigid room, and heard
        the door clamp shut once more. The guard returned to his stance
        before the door, rifle in hand. "If I might be so inquisitive,"
        Morbius asked the guard, "what sort of gun is that you're carrying?"

        "The classified kind."

        "Ah, I understand," Morbius said, then walked away.


        "Sir Carruthers! Sir Carruthers!"

        Sir Nigel Carruthers slapped the short, fat man with the slick black
        mustache in the face, knocking him on his duff. "I told you to
        address me as Warlock Prime whilst I'm in this getup!"

        Warlock Prime was wearing his blue hooded robes. The man on his
        keister was one of his manservants, a bumbling fool by the name of
        Henry. Sir Nigel never thought to remember his last name, so Henry
        was his first, last, and middle name, so far as he was
        concerned. "Have They brought the subjects in yet?"

        "Yes, Sir Warlock Prime," Henry bowed gracelessly, and the warlock
        stepped into the next room, where half a dozen men and women stood,
        various of their limbs and parts replaced with mechanical
        equivalents. "The Mechanimen are arrived."

        Six other people stood behind the Mechanimen, assistants to members
        of They. Warlock Prime had only dealt with these underlings, never
        their masters; They apparently thought they were too good for him,
        but They also paid well enough that he wasn't about to go and ask too
        many questions.

        "They are ready," said one of the assistants, a tall, broad, blond
        man, "for their magical protection fields which you're being paid
        more than you deserve to construct, 'Warlock.'"

        Warlock Prime snorted at this. These minions didn't know their place;
        Sir Nigel was fine with admitting that he would never reach the
        levels of occult knowledge and power that Dr. Strange or Baron Mordo
        or even Brother Voodoo had attained. Still, what he did know would
        suffice to do the job, of that he was sure.

        "Stand ye back," Warlock Prime warned, trying to sound menacing and
        powerful. The assistants did as they were told, and Warlock Prime
        waved his hands about in the air, whispering ancient Latin verses of
        blasphemy, and arcane yellow symbols appeared in the air, burning
        their way to the chests of the six Mechanimen.

        "It is done." The air buzzed with an electric-like power, invisible
        but thick. The Mechanimen stood, emotionless. "Shall I teleport them
        to their destination now?"

        "Yes," the blond assistant said, and Warlock Prime waved his hands
        about in an erratic motion, screeching his Latin verses, again and
        again, until a whirlwind caught hold in the room, and the six
        disappeared within its eye.

        "Now, then, gentlemen," Warlock Prime smiled, sweat dripping from his
        brow, "about my payment?"

        [The Hellicarrier.]

        Morbius drank a packet of blood in peace, resigned to his own
        quarters. It was best this way; he didn't get along so well with most
        people. If he didn't scare them immediately, his blood-drinking
        certainly would do it.

        "The sun will be rising soon," Morbius said to himself, as he wiped a
        hand over his lips and then licked the blood off. "I shall need to
        rest while in human form, so that I'll be ready to act if needed in
        the night."

        Morbius dropped the emptied packet into the trashcan, and rolled into
        his bed. Carefully, he stiffened, his arms crossed over his chest as
        his eyes closed gently and his mind began to drift back, to the days
        before his lethal illness, to the days before his vampirism...

        He sat up stiff in bed as the red alert sounded. The base-ship was
        under attack! Morbius jumped out of bed and kicked open his room's
        door, proceeding to fly down the hallways to locate the source of
        attack and join them in battle before anything could happen to the Bi-
        Beast he was protecting.

        Turning a corner, Morbius was confronted by a large, hairless man,
        his chest and arms replaced with cybernetic substitutes. At the
        moment, he was tearing into two ordinary, human SHIELD agents,
        slaughtering them with his super-strong fists. Morbius leapt onto the
        man's back, pulling him and forcing him away from the two agents.
        They didn't rise up again; they would never do so, their blood
        painting the walls around them.

        "You kill in cold blood," Morbius proclaimed, as he sent the
        musclebound cyborg to the floor, twisting against him. The cyborg
        broke free and punched Morbius in the jaw, dropping him to the floor.

        "Ivan Drogov never feared man or mutant in his lifetime," the cyborg
        declared, standing up, "and now, the Mechaniman who has replaced him
        will be no different!"

        Morbius rose to his feet, rubbing a hand over his aching jaw, and
        hissed, hoping his sharp teeth might deter the Mechaniman from
        further battle.

        "A mutant? Ha! Ivan has slaughtered many a mutant in the ring!" Ivan
        Drogov hugged Morbius, squeezing with superhuman strength, crushing
        Morbius's insides.

        "Attention, attention," a loudspeaker proclaimed, "We are under
        attack! Repeat, we are under attack! Bullets do not penetrate their
        force-fields! Repeat, do not use bullets--"

        "Your comrades shall be crushed by the might of the Mechanimen," Ivan
        bragged as Morbius struggled to loosen his grip.

        Morbius gave no verbal reply; instead, he bent forward, teeth bared,
        and clamped down on Ivan's soft, human neck. Ivan screamed, and threw
        the vampire away. "You monster! That is uncivilized!"

        Morbius rolled, his back aching after striking the solid wall so
        hard. "You savage animal! It is my duty as a man to put you out of
        your misery!"

        Ivan Drogov hit Morbius's head several more times, softening him up.
        Nearly blacked out, Morbius struggled futilely, throwing erring
        punches that Ivan easily dodged. Ivan picked him up and slammed him
        back down into the floor. "You are done, little freak. Little
        monster. I throw you away."

        Ivan Drogov picked Morbius up by the back of his neck and carried him
        down the hall, still struggling against unconsciousness. Opening up a
        window hatch, Ivan hurled Morbius out of the Hellicarrier, then shut
        the hatch after him.

        Morbius fell through the sky by the Hellicarrier, fighting to stay
        conscious, with the sun soon to rise and return him to his human form.

        [To be continued...]
      • Flint
        Spider-Man dropped down from the ceiling, tired after a full day of work at Stark Solutions and an evening of webslinging. He had worked on the Sub-Mariner
        Message 3 of 21 , Apr 7, 2007
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          Spider-Man dropped down from the ceiling, tired after a full day of
          work at Stark Solutions and an evening of webslinging. He had worked
          on the Sub-Mariner study all day, and kept developing theories even
          while fighting off the Scorpion with the White Tiger's aid. (1)

          With the press of a hidden button on his wrist, the dark crimson-and-
          blue costume shifted and was sucked into his watch. It was still
          weird to get used to the new nanosuit, but it had been helpful in
          adjusting to the life of the friendly neighborhood webspinner once
          more. Ben Reilly felt as though his power level was returning to
          normal now that he was regularly engaged by the likes of the Black
          Tarantula and the Jack O'Lantern again. While he had been dealing
          with power fluctuations before, his strength and stamina were
          rebuilding through constant exercise, and his ability to stick to
          walls and spider-sense were guaranteed successes once more.

          He probably didn't even need the suit anymore, with its power
          amplification, but it didn't hurt. As long as his training wheels
          suit didn't come to life and try to kill anyone like other costumes
          had done for Peter in the past.

          Ben slipped into bed and set his alarm to wake him in the morning. He
          had another full day of work tomorrow.

          He quickly fell asleep, a very deep sleep.

          When he awoke, it was to his spider-sense blaring to the tune of a
          five-alarm fire. Ben opened his eyes, searching for the threat whose
          presence exploded throughout his brain, but saw nothing. No direction
          seemed safe, and so his instincts refused to take over and direct him
          as to where to go. Everywhere was danger, according to his mysterious

          Then, his body exploded with pain sensations as his head already was
          doing. He fell out of bed, shaking arms raised to his face in an
          attempt to shut out the terrible sensations his every nerve was
          reporting to his brain. Whoever was attacking him was doing a
          marvelous job of it, and Ben struggled to maintain enough conscious
          thought to figure out who it could be; the biggest foe he'd faced
          since his return had been the Black Tarantula, and he didn't know
          Spider-Man's true identity and lacked the power for this sort of

          Someone who knew his identity... someone with psychic abilities?
          Perhaps it was a psionic attack? Maybe Xavier had become Onslaught
          again and was striking out at the heroes preemptively?

          No, it had to be something else, Ben thought... before passing out
          from the pain.

          When Peter Parker was bitten by a radioactive spider, he gained great
          power; but when the naivety of youth resulted in the death of his
          beloved Uncle Ben, he learned that with great power, there must also
          come great responsibility. Now, with Peter Parker having accepted
          greater responsibilities, Ben Reilly, his clone, has claimed the
          title of the Amazing Spider-Man, to strive against evil however it
          might strike...
          Alternate Marvel Presents: The Amazing Spider-Man!

          The Amazing Spider-Man #473
          March 2007
          Writer: John Flint
          Editor: Josh Greer
          Webmaster: Liam Gibbs

          [An early morning hour.]

          The Black Tarantula stood at the end of a long, dark table, hands
          behind his back, calmly and quietly awaiting his lieutenants'
          reports. Men and women sat along the sides of the long table, both
          those who were publicly known to be super-villains and those who were
          unknown to the general populace or considered to be merely shady
          businessmen with questionable ethical practices.

          The Jack O'Lantern on Tarantula's left hand side spoke first. "We
          heisted millions in diamonds and gold last night," Jack said, "that
          secret midnight shipment we were told about was on the money. It'll
          be in the morning papers, though, so I should lay low for a few
          nights, let some of the other boys build up their reps while I work
          on staging the next big theft."

          The Black Tarantula nodded silently in agreement.

          The Ringmaster, on the Tarantula's right hand side, spoke next. "As
          you requested, I've hypnotized the police in narcotics who were
          sniffing around and about to expose the dirty cops who helped us in
          our drug trafficking. They won't be bothering us again, and since we
          didn't have to bump them off, no one will ever think anything of it,
          except that they found nothing in their investigations. We should be
          free and clear to sell our drugs in New York for some time to come."

          The Black Tarantula also nodded to this.

          Tombstone reported next. "My line of business is going as well as
          everybody else's. I've infiltrated the Maggia and gained their trust.
          I report directly to Hammerhead, who likes to think of himself as one
          of the East Coast heads of the organization." Tombstone laughed at
          this idea. "Poor sap, but he lets me get away with taking some of
          their critical files. I've got another batch for you, including some
          files on the Assassin's Game and some hero-spy ring called The Order."

          The Black Tarantula nodded to this as well.

          He continued to listen as his men listed off their weekly activities,
          almost all of which went smoothly. A few had trouble with local
          vigilantes, but nothing of any consequence. The Tarantula focused his
          thoughts on a bad feeling he couldn't shake; something big, something
          bad, was coming down. He didn't know what, but he knew it would spell
          trouble for the Mafia Syndicate.

          And it involved Spider-Man, somehow, as weak as he had proved to be.
          Somehow, he would bring ruin to the Mafia Syndicate. The Black
          Tarantula cursed himself for toying with the bug, and swore he would
          stop playing games and finish him off before his bad precognition
          could come to fruition.


          Ben woke again, semi-delirious, and crawled to the bathroom, feeling
          as though he was about to explode or fall apart. One hand at a time,
          he slowly brought himself up the wall with his adhesive fingertips,
          until he was standing level with the sink's mirror.

          He opened his eyes, and saw his skin cracking and almost visibly
          shifting. He looked away, at his shaking hands, and they too seemed
          to be undergoing some transformation, as though they had destabilized
          and were now falling apart. He returned his gaze to his own face, his
          own faltering, falling apart face, and thought of Kaine.

          As a clone, the possibility of cellular degeneration was ever
          present. He thought that the danger was in the past after an eventful
          meeting with the High Evolutionary. (2) He thought himself cured,
          though the procedure that saved him also robbed him of most of his
          super-powers. He should have known; with his spider-powers returning
          nearly to full power, it was only a matter of time before his cure
          would also fall apart, and he would return to the nonexistence he had
          before the Jackal had given him artificial life...

          "I can't die," Ben said to his ugly, warped face in the mirror, "Not
          now. Peter needs me--he needs me to be Spider-Man. If I'm not around
          anymore, he'll feel responsible again and put the entire life he's
          put together in jeopardy. I can't... I won't let him throw that

          Ben began to sink once more, under the depths of darkness. The pain
          was consuming him again, and he wondered if he would be able to keep
          fighting for long, or if the degeneration would go beyond any help
          and he would perish. He collapsed to the floor, which felt sticky. He
          didn't know if he was bleeding or if his powers were running rampant,
          so that he now adhered to everything. Maybe it was both, or neither.

          His hands went numb as something seemed to pierce his wrists, pushing
          through them and out.

          "Won't die," Ben promised himself in a whisper before passing out


          One older man watched as Ben Reilly collapsed in his bathroom. It had
          been easier when he was in his bedroom; the man had to use binoculars
          and find a narrow angle to see in through the bathroom window. The
          repositioning had taken several minutes to perfect.

          "I almost pity the poor boy," The older man said as he saw Ben's
          seizuring body cracking up. "He isn't through with the worst of it

          The man's name was Ezekiel and he was crouching on the side of the
          building just across the street from Ben Reilly's apartment complex.
          He kept himself fixed by the balls of his feet, which clung to the
          vertical side of the building as though it were the horizontal ground.

          He had some idea of just what Ben Reilly was currently going through.
          He had suffered through it himself, not so long ago. He wasn't sure
          how many other beings ever reached this point, or how, or why. All he
          knew was the great pain it brought, pain which, while now long gone,
          still seemed fresh in his memory. It was a mental scar which would
          never be forgotten.

          Ezekiel's belt vibrated, and he removed his cell phone and turned off
          the alarm. It was time to return to work. Ben would have to wait;
          Ezekiel had a feeling he would get through this. The fact he wasn't
          already a pile of ash meant he had a fighting chance.

          Leaping from the building, Ezekiel fell several storeys before firing
          a line of white webbing from a wrist, which caught the side of
          another tall building. The old man proceeded to websling across town,
          towards his workplace, whilst the real Spider-Man was oblivious in
          his humble abode.

          Any onlookers simply assumed it was Spider-Man out of costume; he
          went by too quickly to be identified and no one looked long or hard
          enough to notice his snow white hair or wrinkled skin. All they saw
          was a human figure on a web, and they saw that high above, for a
          second or two, before he was gone.

          [Noon. Stark Tower.]

          Anthony Stark called Ben Reilly's home phone number, now worried
          about the man. In the short time he'd been an employee of Stark
          Solutions, it was already apparent that he wasn't one to just quit
          showing up for work without leaving a message. Now that Stark knew
          his double identity, he even called in to let Stark know he'd be a
          few minutes late when he encountered a bank robbery in progress on
          his way to work.

          The fact that nobody knew where he was worried Stark; given that he
          was Spider-Man, it was entirely possible that he was in the clutches
          of Dr. Doom or sinking to the bottom of the river or any other morbid
          possibility. And Tony Stark didn't care to think such maddening
          thoughts about his employees; he greatly preferred to know that they
          were safe or at least in trouble that they could handle and get out

          "Maybe Iron Man should give him a visit," Tony thought to himself.

          [Early afternoon.]

          Ben Reilly looked down and found he was wearing the Scarlet Spider
          costume once more. He spun around, and found Spider-Man, Kaine,
          Spidercide, and the Jackal all around him. "What're you doing with
          them, Peter?"

          Kaine's stomach began to bleed, and Ben remembered that he was dead,
          killed by Carnage. Spidercide had been killed by Kaine earlier. (3)
          The Jackal had been dead already. "Oh, a dream, I get it. I'm in a
          dream, or a hallucination. Who am I fighting this time?"

          "No one," Spider-Man said, walking up to Ben, "You've got to distance
          yourself from us, Ben. You may have started out life as my clone, but
          you're about to become something... else. You'll have to find your
          own path instead of relying on mine. You'll have to become your own

          "Care to be a bit more specific? What exactly do you mean?" Ben
          asked, but it seemed as though Peter and the rest were all getting
          further and further away, until Ben could no longer make out which
          darkened figure was which. He looked down again, and found that he
          was no longer in the Scarlet Spider costume.

          He was dressed as Spider-Man, in his traditional red-and-blue
          costume. "How am I supposed to distance myself when I'm wearing his

          Ben asked, then woke up. He found himself on the mat in his bathroom,
          drool in a puddle around his mouth. "Ugh," he said, as he rubbed his
          still aching head, the reverberations of the internal attack still
          echoing in his brain. He looked down at his watch, which he had
          apparently smashed in his thrashing about, and now fell off his
          wrist, a pile of inert mechanisms. The invisible nanites which
          composed the suit bled out all over the floor, forever inert.

          "Guess I'll need a new costume," Ben shrugged still aching shoulders.
          He turned to the mirror and stopped dead, unable to comprehend what
          he was looking at.

          His face was no longer cracking and ugly, but it also was no longer
          what it had been before. He no longer looked exactly like Peter
          Parker--like a relative, a brother or cousin, perhaps, but not an
          identical twin. He appeared to be his own man, now.


          Ben raised an eyebrow at the noise and looked down, expecting to see
          a webstrand flowing from the wall to his webshooter on his wrist. He
          was wearing no webshooters, however; the webline followed into his
          wrist, coming from a small spinerette. "Oh," Ben said to himself,
          loudly. "Oh."

          [To be continued...]

          1. See Spectacular Spider-Man #10.
          2. In an as-yet untold tale that occurred prior to Ben's work in
          Generation X.
          3. Both murders took place during Kaine's Quest.

          Morbius, the Living Vampire
          "The Living Vampire Strikes!"
          March 2007
          Writer: John Flint
          Webmaster: Liam Gibbs

          [Over the Atlantic Ocean.]

          Morbius saw the waves of the ocean approaching, as he fell closer and
          closer to them. Dawn was impending, and upon his transformation back
          into mortal Michael Morbius, he would surely drown in the cold
          waters. Fear captured him for but a moment, and then the years of
          life as a pseudo-vampire took hold, and the Living Vampire spread
          wide his arms and legs and glided on the terrific winds.

          The wind pushed him up and closer to the Hellicarrier which was
          almost hovering in midair, its momentum stalled as it fell under
          attack from a mere six Mechanimen, cyborgs protected via sorcery from
          mundane weapons. Morbius himself had been hurled from the
          Hellicarrier by one such Mechaniman, and he was ready for a rematch.

          Morbius swooped back inside, via the same hatch he'd been thrown
          from, and swiftly shut it tight to avoid anyone else suffering the
          same misfortune. "Oh, no," he whispered to himself, as dawn's first
          rays shined in through the window hatch, and he felt his metabolism
          undertake a bloodcurdling change. "Not yet!"

          Whilst the Living Vampire shook, his meager form warming, softening,
          a hand took to his shoulder, squeezing firmly. Michael Morbius looked
          up, half expecting to find one of the Mechanimen ready to pound him
          into paste.

          Instead, it was Agent Carter Grant. He still wore his suit, though it
          was now stained with blood. The sight of the blood made human Dr.
          Morbius sick to his stomach with the memory of the macabre thirst he
          experienced nightly. "Ill-prepared, weren't they, Mikey?" He asked,
          between puffs on his pipe, "six Mechanimen against a Hellicarrier
          full of SHIELD agents and Super-Soldiers? I mean, really, what did
          they expect?"

          "We beat them?" Michael asked, holding his throat and fighting the
          urge to vomit.

          "Of course we did," Carter laughed, "We're interrogating them now.
          We'll learn why they came here, and how."

          "Then I can go?"

          "By all means," Carter said, "get some shut-eye, old boy, we may need
          you tonight."

          Dr. Morbius slumped off to his quarters, then rolled into bed and
          slept, his dreams filled with nightmares.

          [Later, somewhere in England.]

          "The Mechanimen failed," the representatives of They announced, in
          the spacious living room of Sir Nigel Carruthers' country estate.

          "Not because of my spells," Warlock Prime responded, "I did exactly
          as you asked, to the letter! The only reason they failed is because
          you sent too few against too many! Nothing could have--"

          "Our master's magic could have," one blond man in a suit said before
          pushing up his glasses, "unfortunately, he dares not use it himself,
          else his hand will stand revealed for all to see."

          "His magic is that distinctive, that powerful?" Warlock Prime asked,
          curious as to just who the true master of They could be. Dormammu?
          Mephisto? Nightmare? "I have been working on a few new spells,
          perhaps I could--"

          "You will," a woman with auburn hair stepped forward, handing Warlock
          Prime a scroll on which was written his next assignment. "You have
          been invited into They, so long as you pass the initiation described

          Warlock Prime's eyes visibly scrolled along the parchment as he read
          his mission. He wasn't confident in his own abilities; prior to last
          evening, his only run-in with the Marvels, as the Americans had taken
          to calling them lately, was when he'd summoned up the Abomination to
          destroy the Silver Surfer for him, a spell that went horribly wrong
          and could have easily cost him his life. (1) In the years since, he
          had studied long, hard hours, gathering more and more mystical might.

          "I accept," Warlock Prime declared, as the scroll suddenly erupted
          into flames in his hands. He yipped as he instinctively dropped it to
          the floor, where it evaporated into nothingness.

          "See that you do not fail They," the representatives said before


          The SHIELD Hellicarrier hovered over the busy city, whilst Moonraker
          oversaw the transportation of several oddities into a secret SHIELD
          warehouse. These items were of a high enough priority that, after
          intercepting a transmission between members of an unknown
          organization called They, they had to be removed for fear of an
          attack on the base wherein they had been held.

          "Careful with that," Moonraker scolded, pleased with himself that he
          had gotten into such a position of power in the organization. He was
          in plainclothes, as the SHIELD agents working on this project
          appeared to be a shipping company, hauling many great boxes into an
          old warehouse. "This is the last shipment of the day; I know I've
          been working you boys hard, but you won't mind the overtime when
          payday comes."

          A mist crept in, and Moonraker eyed it suspiciously. The Mechanimen
          had proved to be in the service of They, the same shadow organization
          that wanted these crates. The Mechanimen had magic applied to their
          bodies, and Moonraker remembered something about command of nature in
          magic. If this was no ordinary fog...

          The mist materialized into the form of a thin, pale man. "I have a
          bad feeling about this," he warned.

          "Well," Moonraker came up to him and growled under his breath, "maybe
          if you wouldn't come here, breaking cover..."

          "I," Morbius began, before something exploded within his mind, and
          his vision was filled with unimaginable colors and horrific sounds.
          He grabbed at his head, snarling, pushing away at the dark thoughts.
          Moonraker backed away in fear, motioning for the SHIELD agents to
          hurry up with their work.

          "Morbius," Moonraker said, "are you...?"

          Morbius looked up at the super-hero with blood-red eyes. He bared his
          fangs, hissing, his fingers curling up slowly into fists at his
          sides. The Living Vampire's muscles began to flex involuntarily, as
          his conscious mind battled the dark urges within. He could no longer
          see or hear what was going on, his mind filled with hallucinatory

          A blue-robed figure stood in the shadows, pleased with the scene. All
          was going precisely to his plans. The Living Vampire was under his
          control now.

          "Stay back," Moonraker warned, voice shaking as he rolled up his
          sleeves, "don't make me hurt you."

          The Living Vampire leaped, clutching the Super-Soldier by the neck.

          [To be continued...]

          1. See Silver Surfer, Volume 1, #12.
        • Flint
          This ain t right! Death Shield shouted as he hurled his namesake, a razor-tipped titanium alloy shield, at the bouncing figure before him. Somehow the man in
          Message 4 of 21 , May 26, 2007
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            "This ain't right!" Death Shield shouted as he hurled his namesake, a
            razor-tipped titanium alloy shield, at the bouncing figure before
            him. Somehow the man in the red and blue costume dodged it perfectly,
            and the shield slammed into the wall, stuck in place.

            "Yeah, I think you need some more practice with that thing," Spider-
            Man replied, bouncing over a table and kicking Death Shield in the
            face. "It's supposed to return to you, like a boomerang."

            Death Shield stumbled back, the kick lighter than he'd expected.
            Spider-Man wasn't sure how much to pull his punches; he wasn't used
            to dealing with this villain and he wasn't sure just how strong he
            was yet. "I'm actually kind of busy right now, so if you could just
            surrender and save us both the effort, I'd--"

            "Surrender?" Death Shield growled, "This was supposed to be an easy
            gig, just hold up the bank, get the money, and go! I wasn't even
            going to reveal my costume until you had to show up!"

            "And if you hadn't tripped that alarm, I wouldn't be here now!"
            Spider-Man said, socking Death Shield in the jaw, knocking him off-
            balance. Spider-Man ducked a sloppy lunge and sliced his feet through
            Death Shield's legs, knocking the former Taskmaster student
            down. "You've only got yourself to blame, Cap'n Sloppy."

            "Ugh," Death Shield said, either to his landing or the
            nickname. "Only one of us is gettin' out of here in one piece, bug,
            and it isn't gonna be me!"

            Spider-Man sat beside him, quickly leaning back to avoid another
            sloppy punch. "Okay, wait... what? Did you just admit you're losing?"

            "Huh? No, I meant--" Death Shield began as Spider-Man webbed him to
            the floor. Death Shield struggled in vain, but the new organic
            webbing was apparently just as strong as the old synthetic stuff.

            Death Shield sniffed. "Man, this junk reeks."

            Spider-Man shrugged, embarrassed, and leapt towards the open window,
            through which he shot a line of webbing and returned on his path to
            work at Stark Solutions.

            When Peter Parker was bitten by a radioactive spider, he gained great
            power; but when the naivety of youth resulted in the death of his
            beloved Uncle Ben, he learned that with great power, there must also
            come great responsibility. Now, with Peter Parker having accepted
            greater responsibilities, Ben Reilly, his clone, has claimed the
            title of the Amazing Spider-Man, to strive against evil however it
            might strike...
            Alternate Marvel Presents: The Amazing Spider-Man!

            The Amazing Spider-Man #474
            "The New Sinister Syndicate Strikes!"
            May 2007
            Writer: John Flint
            Editor: Dean Conley
            Webmaster: Liam Gibbs

            [Stark Tower.]

            High Tech was looking over the latest security reports when he heard
            a tapping at the window behind him. He turned, to find Spider-Man
            hanging upside down outside the tower, in his classic costume. High
            Tech pressed a button at his desk and the window slid open.

            "Nice to see you're back to the old duds," High Tech said as Spider-
            Man entered. "The new outfit was kind of weird."

            "Yeah, thanks," Spider-Man replied, "Is Tony in? I need to talk to
            him about some stuff."

            "I was just about to talk with Mr. Carr about his brother," Tony
            Stark said as he stood in the doorway. "Stark Solutions thanks you
            for your assistance on that case." (1)

            High Tech assumed that Spider-Man must have been in the tower for
            some special case he was working on with Mr. Stark, and that was why
            he was here again now. "Come with me to my office," Tony said, and
            Spider-Man followed him.

            "I was beginning to worry," Tony said as they walked down the
            hall, "You didn't so much as call, and I hadn't heard anything on the
            news. Even the Bugle was strangely silent about you yesterday."

            "Probably too busy writing about their golden preacher," (2) Spider-
            Man replied as they stepped into Tony Stark's office. Tony Stark
            closed the door behind him. "Anyway, sorry about that. I... underwent
            some sort of transformation. I'm still not entirely sure how it
            happened or what it means."

            Tony sat on his desk and crossed his arms. "Well, what kind of

            "I thought it was cellular degeneration at first," Spider-Man
            explained, "like my clone body was going to finally fall apart, but
            instead it... shifted... in some way, changing me into... someone

            Spider-Man removed a glove and shot a web at Tony's desk. "I don't
            need web-shooters anymore, for one thing."

            He then removed his mask, and Tony's eyes widened a bit as he looked
            upon an entirely new face. It looked similar to the one Ben Reilly
            had before, except it was not quite right. It was as though he was a
            sibling or cousin to the man he had been.

            "And then there's that," Ben said, mask in hand. "What do you think?"

            [Elsewhere in the city.]

            The Black Tarantula stood before his assembly of super-villains,
            looking each over from head to foot, sizing up their assets and
            weaknesses. "I have assembled this strike force for one particular
            reason," he began.

            The super-villains stood at attention, listening with focus. Jack
            O'Lantern and the Ringmaster had been working under the Black
            Tarantula in the Mafia Syndicate for some time now, so they knew what
            to expect. The Rhino and Constrictor, however, were new recruits;
            they were on loan to the Syndicate from Agency X, and word was that
            it cost the Tarantula a good sum of money to pay the Rhino's way out
            of prison. (3)

            "I expect you to be able to perform your duties without incident,"
            Tarantula said, looking specifically at the Rhino and Constrictor,
            who were unhappy with each other to say the least, "and you will be
            rewarded handsomely. The task is a simple one: we shall utterly
            destroy Spider-Man."

            The Rhino laughed, while Ringmaster looked as though he'd taken a
            shot to the gonads, the Constrictor continued to listen as though
            nothing out of the ordinary had been said. Jack O'Lantern's visage
            was obscured by the flaming pumpkin helmet he wore, but he shifted
            his stance uncomfortably at the thought.

            "Other strike forces such as ours have failed in the past," Tarantula
            continued, "because they were poorly organized, and its members could
            not quit clashing long enough to kill him! Put your egos aside for
            this one mission, and you will all, all of you, be among the most
            infamous members of the underworld."

            "And we'll get major points in the Assassin's Game," Jack O'Lantern
            added as an aside. (4)

            Constrictor said, "You paid me to do this job, I'll do it. But you
            know my rate; it doubles if my mission specifically involves dealing
            with a Marvel."

            "Fair enough," Black Tarantula agreed, "Is everyone ready, then?"

            Ringmaster scratched the back of his head, while the Rhino snorted.
            Constrictor said, "I'm ready," and Jack O'Lantern nodded his flaming

            The Black Tarantula's face underneath his mask was emotionless.
            Spider-Man had been weak when last they tangled, but the Tarantula
            had bad omens about the wall-crawler. Somehow, he could bring the
            Mafia Syndicate down. If he wasn't removed from the playing field
            soon, he would surely do just that.

            [Stark Tower.]

            "Well?" Spider-Man asked, hanging from the ceiling of Tony Stark's
            office. "How'd I do? Pass? Fail?"

            "You're healthy," Tony replied, closing the door behind
            him, "amazingly healthy. Your cells have certainly mutated, though
            without a sample of how they were originally, and how they would have
            been without the original transformation of your body, I can't
            rightly say how much. It does appear that you... somehow, you have
            spider DNA interwoven in your own human DNA. It shouldn't be
            possible, not in the least, but that's what I've found."

            "You don't think it'll change again, do you?" Spider-Man
            asked, "Worse than before...?"

            "It seems to have stabilized, whatever it was that acted as catalyst
            for the change," Tony said, sitting at his desk. "I don't anticipate
            any further problems, though I do think you should go home and rest
            for the next few days. The effects of the transformation on your body
            have been so thorough that you have to rest and let yourself heal
            before you can go back to active duty as--"

            "Sir," HOMER interrupted, "I hate to bother you while in conference,
            but I thought you may want to know that a group of villains calling
            themselves the Sinister Syndicate are taking hostages in the Daily
            Bugle and demanding Spider-Man come at once and give himself up.
            Considering that Spider-Man is in your office, I thought it best to
            inform you--"

            Spider-Man dropped from the ceiling, wobbling for a moment on the
            landing, and then hopped out the open window. Tony Stark watched him
            go, until he was out of sight.

            "He isn't really well enough to go into battle with a group of super-
            villains," Tony said, "he's still too shaky from the change. I don't
            want to get into another man's affairs, but I can't just let him go
            off like that..."

            Tony Stark reached into his desk drawer and pulled out a tiny Iron
            Man armor. He took a small straw to his mouth and blew, shooting a
            dust over the red and gold armor. He then set the armor on the floor,
            as it began to rapidly expand, until it was large as a man.

            "HOMER," Tony said as he rose from his chair, "Cancel my afternoon

            [To be continued...]

            1. See Spectacular Spider-Man #11.
            2. See Josh Greer's Thundersword.
            3. He was caught after his team-up with the Constrictor in AltMarvel
            Team-Up #23.
            4. Yes, it's still going on.

            Morbius, the Living Vampire
            "They Stand Revealed!"
            March 2007
            Writer: John Flint
            Webmaster: Liam Gibbs

            [London, England.]

            Morbius threw himself forward, hands clasped around Moonraker's neck,
            hurling them both forward to the ground. Moonraker gasped for air,
            struggling against his stronger, more feral foe, shocked by the
            suddenness and savagery of the attack. Finally, fearing for his life
            as his world darkened and his skin purpled, Moonraker fired a blast
            of corporant flame at the Living Vampire's face, searing him.

            Automatically, Morbius released the Super-Soldier and fell back,
            snarling and smacking at the magical flames burning his moon-white
            face. Moonraker took the opportunity to return to his feet and
            motioned at the other SHIELD agents present, posing as movers, to get
            the last great crate into the old warehouse and quickly.

            Once it was within, it would be sent down a massive elevator shaft to
            an office below the Thames itself, in a shelter that even the atomic
            bomb wouldn't be able to penetrate. Once it was within, that was.

            Moonraker looked on in horror as his fellows were zapped in the backs
            with fire-like rays of supernatural force. They fell, two at a time,
            turning to smoking skeletons by the time they'd hit the ground. All
            were dead in a matter of moments, while Moonraker spun to see Morbius
            still reeling from the flames in his face.

            A blue-robed figure strode forward. "You won't ruin me," Warlock
            Prime warned, smoke rising from his fists. He'd spent all of his own
            energy in the death blasts, but he still had his mental mastery over
            the Living Vampire, who was clearing up from the pain now.

            "Kill him," Warlock Prime commanded, pointing at Moonraker, and the
            Living Vampire hurled himself at the Super-Soldier once more. Warlock
            Prime walked up to the massive crate, several feet taller than he was.

            "Hey, stop it," Moonraker cried out, punching and kicking at Morbius
            to no effect as the Living Vampire continued to rampage against him,
            swiping and grabbing at him. "Cut it out!"

            Warlock Prime, meanwhile, held a hand on the great crate while
            quietly reciting ancient verses. He still had to recite such lines to
            enact such a powerful spell; in time, and with great study and
            practice, he hoped that this would no longer be so. Until then, he
            finished up the lines and watched a swirling vortex form all around
            him, a portal which he could mentally control for another few seconds
            before it would dissipate, his mental power not enough to maintain
            such a feat for long.

            Warlock Prime and the SHIELD property disappeared into the night,
            while Moonraker kicked Morbius across the street. Morbius howled like
            a demon, and Moonraker charged up for another blast of corporant
            fire. "Whuh?" Morbius said, wiping at his eyes as his vision began to
            clear up.

            "Traitor!" Moonraker exclaimed as he punched Morbius in the face,
            rage overcoming fear in the Super-Soldier's mind. It was because of
            his momentary fear that the warlock had gotten in and stolen

            Morbius dropped to one knee, still reeling from the hallucinations
            he'd been experiencing moments before, while his body was operating
            mindlessly at the command of Warlock Prime. "Wait, I--"

            Moonraker kicked him in the head, the back of which rebounded against
            the solid wall of the building behind him. Morbius fell, totally
            exhausted from several minutes' futile fight with his living

            [In the country.]

            On the Carruthers' Estate, a great crate appeared beside Sir Nigel
            himself, his grin beaming from ear to ear. "I did it!" He
            exclaimed, "I defeated SHIELD!"

            "Very good, Sir," the blond man, a representative of They, replied
            emotionlessly, "Now, if you'll just step through here."

            The auburn-haired woman pressed a series of buttons on the electronic
            pad in her hand, and the wall seemed to practically explode as a boom
            sounded, a portal activated of some science or magic previously
            unknown to Warlock Prime. A massive beast of a man with a full mane
            of brown hair and angry red eyes, stepped out of the portal. He had
            an axe in his right hand.

            "I will carry that," He said, indicating the mighty crate, "you," he
            looked at Warlock Prime with disdain, practically spitting the word
            at him, "will follow."

            With his free hand, the gladiator grabbed at the crate and dragged it
            across the floor, into the blinding white cone of the portal.

            "Who's he?" Warlock Prime asked.

            "Mongu is the world's mightiest warrior," the auburn-haired woman
            said, her eyes sparkling, "and the master's personal guard. It is
            said that he has been loyal to our lord since long before there even
            was a They."

            "Silence," the blond man snapped at her, "Sir Nigel will learn what
            he will learn, when our lord wills it."

            The trio followed after Mongu into the portal, which closed up behind

            [SHIELD Hellicarrier.]

            "It would seem that it was only temporary," Agent Carter Grant said,
            as Morbius returned to the land of the living. "Hm. It does appear
            that Mikey is waking up. You've caused us a bit of trouble here,

            "Wh-what?" Morbius felt dry, his head spinning, his throat full of
            sand. He was bound in place, with lights blinding him.

            "You were possessed for a few minutes tonight, it would seem," Agent
            Grant continued, puffing on his pipe, "by someone whose exact magical
            signature is unknown to us. Someone very minor, no doubt, though he
            or she has been studying a great deal and has chosen now to step into
            the limelight with us. Very foolish of them, if you ask me. No doubt
            someone in the service of They."

            "Is Moonraker?"

            "He's alive. Don't worry, you didn't kill anyone, though the sorcerer
            who controlled you killed several of our men," Grant shrugged his
            shoulders, "just young kids, easily replaceable, so no big deal
            there. However, what they did get ahold of... well... it could prove

            "What? Why is that?"

            "Because... they stole the Bi-Beast."


            Warlock Prime stood in the darkened castle of They, looking around at
            the high walls and the lifeless armors of long-dead knights standing
            near the walls. He heard a great cracking, and spun to see Mongu
            smashing open the crate.

            "Ah, good! He is in perfect working condition," A man on a throne
            laughed, stroking his carefully clipped goatee. He wore a green and
            orange magician's costume, complete with tiny stars and moons on the
            cape. It would have been utterly ridiculous if it weren't for his
            loyal servant, Mongu, smashing through the crate with obviously
            superhuman strength. No one would have dared to laugh for fear of

            "Who are you?" Warlock Prime asked, bowing before his new lord. "You
            are the master of They?"

            "They is one of several terms, to confuse and bewilder our enemies,"
            the magician on the throne revealed, "I myself have acquired many
            names over the years; Merlin, the Warlock; I presently prefer Maha
            Yogi. Now that you are a member of They, you may be told its true

            Mongu smashed through the last layer, revealing the inert orange form
            of the mighty Bi-Beast android. With a blast of mental force from the
            master, the Bi-Beast awoke, smashing the rest of his bonds like so
            much paper.

            "We have been revived, Skull-brother," the top head spoke.

            "But to whom do we owe our return?" Asked the lower head.

            "You owe it to the Maha Yogi," their new master declared, rising from
            his throne, "and Sirius."

            [To be continued...]
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