Bitten by a radioactive spider, student Peter Parker gained the proportionate strength and agility of an arachnid! Armed with his wondrous web shooters, the reluctant superhero struggles with sinister super-villains, making ends meet, and maintaining some semblance of a normal life!
Year 3
What Has Gone Before: Flash, Betty and Ben Urich are on the run from the Scorpion, armed only with the knowledge of the Hobgoblin's real identity. Meanwhile, the Spot and the Vulture have just come off visiting Hobgoblin and his new Bestial Brigade, leaving with a clue as to Dr. Octopus' location. And some papers recovered by the Green Goblin have led the Hobgoblin to an interest in Lance Bannon, Peter's boss at NOW magazine...


"Spot Quest Part Three: The Doctor Is In"
by Randy Lander
co-plot by Mark Bousquet

Lance Bannon stepped into his well-furnished midtown apartment, carrying the day's mail and a take-out dinner. He sat at his glass table, turning on the overhead light, and smiled as he laid the roast chicken and potatoes out. He pulled a beer out of the fridge and sat down.

He was lucky, he knew that much. He had a normal life, where he wasn't in danger everyday, he had plenty of money, and he was starting to really enjoy this new job. In his old job, taking pictures had been a hobby, something that he did on his off-time or for keepsakes of his assignments. Now it was what he did for a living. It was like a dream come true.
As he finished his meal, he looked over to see the red light on his answering machine blinking. He carried the rest of his beer, along with his used dishes, over to the kitchen, flipping the answering machine switch to playback as he did so.

"Lance? It's Peter. Joy and I are at the airport, and we should be back from England by tomorrow.* I've got some great shots for you!" (*What's Peter doing in England? - Check out Crusaders #5 and Web of Spider-Man Annual #11! - Cross-continuity Randy)


"Mr. Bannon, this is Raymond at the Leather Store. Your new couch is ready for delivery as soon as you give us a time. Give me a call at 555-7380."


"Hi Lance, it's Michelle. I'll be in the neighborhood tonight about 9:00. I'll stop by, okay?"


"Bannon. Some important files have been mislaid. You might want to find a new locale for the next few weeks."

There was a crash as Lance dropped his beer on the kitchen floor. The deep voice that had sent the last message belonged to his real boss, one of the only people in the world who knew who he really was. If someone else had those files, Bannon could be in real danger. Of arrest or worse. Bannon rushed into his bedroom and grabbed a suitcase, one he had kept ready for just such as occasion. He also pulled open the drawer of his oak nightstand and found his snub-nose .38 pistol.

"Well, well...are they giving photo editors handguns these days?"

Bannon spun and fired at the voice, which had come from the open doorway to his bedroom. He didn't see anything there, just a quick blur of movement. Slowly, keeping the gun pointed in front of him, Bannon started edging toward the doorway.

He was only a couple inches from it when something came out of the darkness and severed his hand at the wrist. His hand, the gun, and a shiny silver blade, shaped like a bat, fell to the floor. Bannon screamed in pain and held his bloody wrist against his chest. The blood soaked his shirt as he started to stumble back toward the bed and the phone there.

A figured stepped from the lighted living room into the shadows of the bedroom. He was dressed in green and purple, and looked distinctively monstrous. He was fairly small, no bigger than Bannon at least, and didn't look overly muscled. But Bannon knew who he was, and knew that regardless of any physical dimensions he had, this man was dangerous.

"Really," the man said, continuing to walk slowly toward Lance. "Lance Bannon carrying a gun? Who would have thought it? It just doesn't seem like you."

Lance reached for the phone with his good hand, and screamed again as a burst of sparkling electricity hit, blackening his hand. The figure was standing over him now, the mocking face of his goblin mask terrifying Lance almost as much as the finger, wielding deadly electricity, that was pointed at him.

"But're not really Lance Bannon, are you?"

Electricity arced from the gauntlet, and Lance felt it enter his body. Then he didn't feel anything anymore.

Jonathan Ohnn could barely restrain his laughter. It was easy for him to disguise himself, all he had to do was move the spots on his body to the center of his chest and cover them with a shirt. He was so small-time, no one knew what he looked like. But the Vulture's bald pate would have given them away, so they did the only thing they could.

They got him a toupee.

Sunglasses hid the man's eyes, drawing attention away from his hawkish distinctive nose, but it didn't matter. No one who looked at the man with the black mini-afro on top of the wrinkled man's head would have thought of him as the Vulture. He just looked too ridiculous to be a threat to anyone. Which was why Ohnn had chosen that particular wig, although he didn't tell Toomes that. He had just told the suddenly grumpy supervillain that it was the only wig left that would fit.

The two men stepped inside the towering office complex that Hobgoblin's information had directed them to. As they approached the security desk, Vulture grumbled. "I don't see why we couldn't just come in from the air."

"We need to meet privately," Ohnn replied. "Not under time pressure from the police. Besides, we don't even know which floor the company is on."

The security guard, a smiling black man whose name badge identified him as "Tom," looked at the two men approaching him. Something about them made him nervous, but he couldn't put his finger on it. Probably silly, he realized. The old man in the awful wig didn't look happy, but the other one looked perfectly normal.

"Can I help you gentlemen?"

Dr. Ohnn returned the smile and walked over to the desk. "Yes, we're looking for Octet Engineering?"

"Third floor," Tom replied. "Elevator's around back. I just need you both to sign in."

Both men signed the sheet, giving false names as a matter of habit and practicality, and then walked around to the elevators.

"Flying in wouldn't have worked," Ohnn noted.

"Have a care, Spot," Vulture said. "I'd remind you that I have nearly killed Spider-Man before, while you are a virtual nothing to him. Don't begin to think of yourself as my equal."

The elevator arrived, and the two men rode up in silence. Once again, Jonathan questioned his part in all this. He wanted to humiliate Spider-Man, to prove to himself that he wasn't worthless. But Vulture wasn't just a criminal, he was an unpleasant criminal. If Doctor Octopus was anything like him, Jonathan wasn't sure he could take it.

The elevator door opened and the two men found themselves staring at a young blond woman in her early twenties. She sat behind a large marble desk, and on the front was a corporate logo that identified the offices behind her as belonging to "Octet Engineering." She had long hair that hung straight, like the style popularized by Gwyneth Paltrow. Actually, Jonathan thought, she kind of looks like Gwyneth Paltrow. When she smiled, the resemblance was uncanny. Then she spoke.

"Can I help you gentlemen with something?"

It was Gwyneth Paltrow! Working as a secretary?

Vulture walked out of the elevator. "Yes, you can help us! We're looking for Octavius!"

Laughter resounded from out of nowhere. Not sinister laughter, but rather deep belly laughs. Jonathan recognized at least three different voices.

Then, suddenly, Gwyneth and the office vanished, replaced by what looked like a gigantic laboratory. Mechanical devices, chemicals, and lots of open spaces with machinery cluttering the floor replaced smooth gray walls and office doors. Standing in the middle of all this were three men, all roaring with laughter.

One wore a black pageboy haircut and a white labcoat, and was identified easily by the four metal tentacles emerging from a harness attached to his back underneath the coat. Dr. Otto Octavius, better known as Dr. Octopus.

Next to him was a man in a green uniform with purple cape, large blocky gauntlets on his wrists and a helmet that looked like nothing more than a half-fishbowl set beside him on a nearby table. Quentin Beck, the man known as Mysterio. No doubt the man behind the illusion that had greeted them when they stepped off the elevator.

Finally, a man in yet another green suit, this one decorated sporadically with yellow lightning bolts, was actually doubled over with laughter. This was Matt Dillon, otherwise known as Electro.

Octavius stopped laughing long enough to blurt out, "Toomes! Where did you get that ridiculous wig?"

The Vulture angrily tore the wig off his head and threw it to the ground. "Bah! You're one to talk about bad hair, Octavius!"

"I don't know, I'd say he has pretty good hair for a dead man," the Spot said.

The laughter slowly subsided, and all eyes turned on the outsider in their midst. Octopus fixed a baleful glare on Spot and muttered, "Did you just...threaten me?"

"No, no!" Spot hastily corrected. "It's just, I'd heard you were killed. Neck snapped."

"Oh, that. Spare Life-Model Decoy, borrowed from SHIELD. Some of my enemies were getting a little too bloodthirsty, so I thought I'd take a few precautions."

"Hey," Electro said, "Who the hell are you, anyway?"

"I call myself the Spot," Jonathan said. As he did, he let the spots spread across his body again, and transformed into his black and white dotted form. He heard Mysterio suppressing a chuckle.

"Never heard of you," Doctor Octopus said. "Adrian, why did you bring this man here?"

"He saved me from Spider-Man," Vulture admitted. "Now that I've found you for him, that debt is repaid."

"You led a hero to us?" Electro yelled.

"I'm not a hero," Spot corrected hastily. "I fought Spider-Man once, a few years ago, and...uh, it didn't go well. I..."

They were interrupted as a beeping began. Octavius barked out, "Mysterio! The elevator!"

Suddenly the illusions sprung up again, and Gwyneth was sitting at her desk. The elevator swung open to reveal a man in sleek, green and purple armor. What was it with those colors, Spot wondered? Mysterio, Green Goblin, not to mention all the other folks in this room just wearing green. If he were a psychologist, Ohnn would have thought there was a paper in that somewhere.

He was so distracted by it that it took him a minute to realize who was walking in. The Beetle? Anyone who had watched even a bit of news in the past year knew that the Beetle had changed his identity to MACH-1 of the Thunderbolts. What was going on?

Doctor Octavius seemed to be reading his thoughts. "Another specter of the past, eh, Spot?"

The Beetle removed his helmet to reveal a woman's face. She was not what Ohnn would have called attractive, with butch-cut red hair and a definite anger to her features that was present even when her face had a neutral expression, as it did now. She reached into an armored module on the belt and pulled out a pair of wireframe glasses, placing them on her face. When she spoke, her voice was raspy, like someone who had been smoking for too many years.

"Spot? I thought the Beetle was a lame name."

Jonathan blushed and spat back, "I thought the Beetle was a reformed crook named MACH-1 now."

"He is," the woman replied. "So I figured the name was clear."

"Our friend here was an engineer just like Jenkins, and she was just as under-appreciated. So I made her a job offer with this new firm," Octavius said. "Little did she suspect what the actual job was."

The Vulture had finished pacing around the room, looking at the various lab equipment and diagrams that littered the floors and walls. He had a handful of papers and a map in his hand when he walked back over to Dr. Octopus.

"Octavius," he said, "Are you serious?"

"Yes," Dr. Octopus replied. "We've always been so obsessed with Spider-Man, we've never lived up to our true potential. But this new Sinister Six will make world history with that plan."

"Six?" Vulture cackled. "I count four of you."

"I'm sorry, I had assumed you came here to join us," Dr. Octopus replied. "Then all we have to do is track down the Rhino..."

"You won't get him," Spot said. "He's working for the Hobgoblin now. So's the Lizard."

Dr. Octopus growled in disappointment. "Very well. It's against tradition, I suppose. But we could be the Sinister Five, if you're in, Vulture."

"Wouldn't miss it," the Vulture replied. "This is a good plan, Octavius."

"Why don't you recruit another sucker?" the Beetle asked in a somewhat self-deprecating tone. "Give them an old identity. Kraven's still free, isn't it?"

"I could join," the Spot offered.

All eyes turned to him.

Dr. Octopus was the first to laugh, soon joined by Electro and Mysterio. The Beetle joined in as well. Ohnn began to get angry. He had sought these people out to help him get revenge on Spider-Man for laughing at him, and now he was being mocked again?

"It's not such a bad idea," the Vulture said, surprising him. "His powers involve teleportation, and I don't think I have to tell you how useful that would be for this plan. Could cut the risk factor in half."

The laugher slowly subsided, and the rest of the group continued to give Spot a wary eye, as Dr. Octopus looked him over.

"Teleportation, eh? All right. You're in, although we'll need to find a better codename for you."

Betty Brant was the first one out of the Daily Bugle building, running as fast as she could. She was nearing exhaustion from the running down flights of stairs, but fear was a great motivator. How was Ben holding up, she wondered? He was older, and had smoked for as long as she knew him.

She got her answer when Flash Thompson burst through the doors, holding Ben Urich up with one arm. Ben was coughing furiously, moving his feet as if running but basically being carried by the former high school football player.

"Betty, keep moving! He's right behind us!"

As he said that, a burst of energy blew the doors apart, and the Scorpion stood there, his green mechanical tail smoking slightly from the after-effects of the blast he had fired.

"You're just making this harder on yourselves," he yelled. "Surrender and it'll be one, two, three, dead. Keep it up and I'll decide to entertain myself when I catch up with you. Especially you, Ms. Brant!"

Flash yelled back, "You scum! Shut up!"

Betty kept running. This time of night, there weren't any cabs nearby, and while there was a little traffic, no one in New York City was going to stop and try to take on a supervillain on behalf of three strangers. They just counted on the heroes, the protectors, who almost always showed up in the nick of time.

Betty ran down an alley, with Flash and Ben right behind. A burst of energy struck the wall just above Flash, sending rubble crashing down onto him and Ben. Betty screamed in horror.

"We're OK," Flash muttered. "But we're trapped. Run, Betty! You've got to tell people about Kingsley!"

Betty hesitated for a second, but realized he was right. While tears streamed from her face from frustration and fear, she kept running down the alley.

Flash yelled at Scorpion as the villain jumped right over the pile of rubble and kept after Betty. "Coward! Leave her alone!"

There was no response, but Flash heard a loud "splut" as something fired from Scorpion's tale. He heard Betty cry out, a sure indication that whatever it was had hit her, and gave out an angry yell. Betty yelled back, "Flash, I'm OK! I'm just stuck!"

"Yeah, punk," Scorpion said, leaping back to look down on Flash. "I wanted her wrapped up for later. You and the geezer I'm going to handle right now."

Flash saw the energy charging on the tail and could only wonder where Spider-Man was. No matter what Flash had done*, he couldn't believe a day would come when Spidey would fail him. (* Flash accused Spider-Man of murder during the recent "Who is Norman Osborn?" story - Self-Referencin' Randy)

Flash closed his eyes, and then heard a loud motor at the end of the alley. As he listened, it got louder, and when he opened his eyes, a motorcycle was passing right over his head and slamming into the Scorpion. Riding it was a young man in his late teens, coiffed white-gray hair and Italian features. As the bike struck Scorpion, causing his beam to shoot wildly into the air, the man leaped off and did a backflip, landing out of Flash's line of sight, probably back on the street. Flash craned his head and saw the kid standing there, reaching into the pocket of his black leather jacket.

"You're going to pay for that," Scorpion growled.

"I'm going to pay?" the kid yelled incredulously. "You just made me wreck my ride!"

He flung his arm forward, and some kind of round disc went spinning at Scorpion. Flash realized it was a mini-Frisbee as it struck Scorpion square in the nose, and he was pleased to note a spurt of blood. He also noticed that the Frisbee had struck at such an angle that it bounced back toward the kid, who caught it.

The Scorpion roared and let loose an energy blast, but the kid avoided it, jumping into the air and landing about ten feet away. He moves like Spidey, Flash thought. He's too young, though, that can't be him in his secret identity or something, can it?

Sirens sounded in the distance, and the Scorpion cursed. "I'll get you for this, kid. And don't think I've forgotten about you, Thompson!"

The villain ran away at top speed, and the kid rushed over to Flash and Ben. Ben was unconscious, moaning softly.

"Oh, man, are you guys okay?" the kid asked. He was a little breathless.

"We are thanks to you," Flash said. "Give me a hand with this stuff, will you? If you try and lift, I can push."

The kid started pulling some of the debris, and Flash pushed upward, and it rolled off enough that he could pull himself out from under the rubble. He looked down the alley and saw that Betty was okay, just wrapped up in some kind of gooey adhesive.

"Listen, let's not mention the whole display I just put on, okay? I don't really want anybody knowing about it, I just couldn't let that guy kill you."

"Sure," Flash said. "I'm Flash Thompson, by the way."

"Johnny Gallo."

The patrol cars pulled up to the alley as Flash and the kid finished pulling the rubble off of Ben Urich. Gallo gave Flash a pleading look, and Flash said, "Go ahead, take off. We'll cover for you."

Urich coughed. "Find Peter Parker. Tell him...we need Spider-Man.*" (*Ben found out that Peter was Spidey in the "Who Is Norman Osborn?" story Boy, Lots Happened Then, Huh Randy)

The Spot walked over to the Vulture, who was looking over a handful of diagrams and maps.

"Thanks for vouching for me," Ohnn said. "So what's the plan?"

The Vulture didn't speak. He simply handed the maps and diagrams to the Spot and wandered off to go and talk to Mysterio. The Spot looked down and his mouth fell open. Dr. Octopus slid up behind him, and the Spot could feel the smug smile on his face.

"Are...are you serious?"

"Dead serious. In just a few days, the Sinister Six will be a nuclear power."

Next Issue:  The Sinister Six carry out the first phase of their plan. Meanwhile, Spider-Man investigates Bannon's death and finds out some interesting and worrisome details.