Amazing Spider-Man #0 (Earth-44)


My name is Peter Parker. Years ago, my parents were killed in a plane crash. I was then taken in by my Uncle Ben and Aunt May. Even though they were not my parents they cared for and loved me like I was their own. We lived in a nice place just outside of town and my childhood was pretty happy. School, on the other hand, was a completely different story. I was never what you would call the cool kid and I was picked on for many of my school years. I guess I was your typical nerd, glasses, smart, and not many friends. Except for my best friend Harry Osborn and my one-time bully turned friend, Flash Thomson. All in all my life wasn’t too bad, I had good grades, a great family, and good friends. What I couldn’t foresee was what was about to come next.

Harry: So, Pete, I see your aced the science test again. Not that I am surprised.

Peter: Yeah, what can I say, science just comes naturally to me.

Harry: Maybe you should help me and Flash out, well mostly Flash.

Flash: Hey! Watch yourself Osborn, I may not be you guys bully anymore, but I still know how to give a mean wedgie.

Peter: Best not to antagonize him Harry. Ever since he started hanging with us our bully encounters have gone down dramatically.

Harry: What are friends for if not to give a hard time? Speaking of I got some news for you Pete.

Peter: Look, Harry I told you, I am not going to double date with you and Liz. You keep throwing these girls my way and they are just not for me.

Harry: Don’t worry Pete, I didn’t set you up this time. Although, there is the one….

Peter: Harry!

Harry: Sorry, I couldn’t help myself. Anyway, I got you the internship at Oscorp. I pulled a few strings with my dad and you are in!

Peter: Seriously! That is amazing, thanks man.

Harry: No problem buddy, you start Monday. Don’t be late.

I couldn’t wait to get home and tell Uncle Ben and Aunt May the good news. On my way home I passed my neighbors house, the Morales, and saw their son Miles out on the sidewalk playing. They were a nice family and I had watched Miles for his parents on many occasions.

Miles: Hey Peter!

Peter: Hey Miles, how are you doing today?

Miles: I am doing good. You look happy today.

Peter: I am Miles. I need to go tell my Aunt and Uncle the good news, I will talk later.

Miles: Alright, bye!

As I walked towards the front porch I heard yelling coming from the other house next to us. It belonged to the Watsons. I used to play with their daughter, Mary Jane, who was my age and had this long bright red hair. I had a little crush on her, but we were young, so we never really thought much of it. After her mom died, I didn’t see her much anymore. She was left with her stepfather who, from what I can tell, is not a nice person. I hear them shouting a lot and I feel bad for MJ, but at the time didn’t feel like there was anything I could do about it, so I went on inside.

Aunt May: Peter you’re home! I have dinner in the oven, so go and wash up.

Peter: Alright, before I do I have some big news.

Uncle Ben: Well, what is it Peter?

Peter: I got the Oscorp internship! I start Monday after school.

Aunt May: That is great dear!

Uncle Ben: Good for you Peter. I always knew you would become a great scientist one day. Your dad would be real proud, just like we are.

Peter: Thanks guys, that means a lot. I only wish that they could have been here to see this too.

Uncle Ben: They are always with your Pete and so are we. Now go upstairs and wash up for dinner.

Peter: Alright Uncle Ben.

Three days later Uncle Ben drove me to Oscorp to start my new internship.

Uncle Ben: Well, here we are Pete.

Peter: Thanks for the ride Uncle Ben. You can pick me up at seven.

Uncle Ben: Alright kido, have a good time and show ‘em what you can do.

I got out of the car and Uncle Ben waved and pulled away. I walked inside and headed upstairs to the lab Harry had told me about.

When I got there, I was greeted by a young blonde-haired girl no older than myself. Her name was Gwen Stacy.

Gwen: Hi there. You must be Peter Parker, the new intern.

Peter: Yeah that is me.

Gwen: My name is Gwen Stacy and I will be showing you to your station.

Peter: So, are you in charge here?

Gwen: No of course not. I am an intern just like you, of course with a lot more experience than yourself.

Peter: Oh, alright.

Gwen: Don’t worry though soon enough you will be right at home here at Oscorp. You came highly recommended by Mr. Osborn.

Peter: Well, I have known the Osborns for years, so I am glad that he thinks so highly of my scientific skills.

Gwen: Here is your station. Your advisor will be Max Modell. He will oversee your progress and give you your projects to work on. He will be with you shortly, so I will give you a minute to look around. I need to get back to my lab, but I am sure we will see each other some more.

Peter: Thanks, see you around Gwen.

I watched as she left, wondering to myself how there could be a such a pretty girl who also was into science like me. Then my attention turned to the lab I was in. I was in science heaven and this was my lab. What I didn’t know was how much this lab would change my life, I had no idea.

Max: Hello there, you must be Peter.

Peter: Yes sir, it is an honor to be working with you. I am a big fan of your work.

Max: Well, thank you Peter. Would you like to see what I have been working on?

Peter: Of course, I would love to.

We went over to his work station and he showed me the different things he was working on. The one that stood out to me was his work with spiders.

Peter: What are you doing here Mr. Modell?

Max: We are trying to tell if a certain radiation can be the key to recreate the supersoldier serum that created Captain America in WWII. If we can it could hold the key to things like curing cancer or extending peoples lives. We are testing it on spiders at the moment to see how it affects them.

Peter: Wow, that would be a great scientific breakthrough if you could do that.

As I went on that day, I worked on a couple different projects, but all I could think about was that one experiment that Max was working on. Not to long before it was time to go I decided to go over and check it out myself.

I picked up the case that had the radiated spider in it and when I heard footsteps, I dropped it letting the spider out. He crawled onto my hand and bit me.

Peter: Ow!

Knowing that Max was coming back, I quickly captured and got the spider back into his case. Then Max came in.

Max: Are you alright Peter? You look like you are in pain.

Peter: No, I am fine. Well, I need to go, Uncle Ben is out in the car waiting for me.

When I got home I went straight upstairs to the bathroom. Ever since that spider had bitten me, I felt strange. I looked at the bite it had left, and it was red and throbbing. I didn’t know if whatever Max had done to that spider would affect me or not, but there was nothing I could do about it now, so I headed off to bed.

That night I had some crazy dreams and when I woke up, I found that I was hanging on to the ceiling. Then I quickly fell back onto my bed. I couldn’t believe what had happened. My mind went to the spider and I wondered if maybe it could have possibly transferred some of its abilities to me. I thought about it for a moment but decided to shrug it off for now I was late for school.

Aunt May: Peter, I made you some wheatcakes for breakfast.

Peter: Sorry Aunt May, I am late for school and I need to get going.

Aunt May: Alright, have a good day and Uncle Ben will pick you up tonight from your internship.

Peter: See you tonight.

As I headed to school, I was lost in thought as I pondered what might become of me because of that spider. Max said that they had never tested it on humans, so I have no way of knowing what it could do to me. As I continued to walk, a car headed right for me and without even thinking I jumped up and over the car and landed safely on the ground. I couldn’t believe what I just did. Not only could I stick to surfaces, but I had like a warning system that alerted me to danger, A Spider-sense. Also, I have amazing reflexes and agility. What else could I do now? I would have to wait to get back to the lab to find out.

I didn’t get to focus on school to much that day and I couldn’t get to Oscorp fast enough. When I got up to the lab I saw that the spider was gone.

Max: Peter you’re here.

Peter: Max! I didn’t see you there. What happened to your spider super-soldier?

Max: For some reason when I came in this morning I found that the spider was dead. I haven’t been able to figure out why it would just die, but without the data from that spider I don’t know that the project can continue.

Peter: Sorry to hear that Max. I would have liked to know more about what it could do.

The next couple days I did as much research as I could on Max’s project. Over that time, I also found that in addition to the powers I had already exhibited, I too had what seemed to be the proportional strength of a spider, which is basically super-strength. With all the abilities that I had been gaining I was afraid next I would be spinning webs out my butt. Luckily, I wouldn’t have to worry about that one.

That night Uncle Ben had to work late so I had to get home on my own. On my way to the bus stop I heard a scream.

Woman: Help! He grabbed my purse!

I then saw the man running towards me. I reached out and grabbed the purse from him. He then swung at me with his fist, but instinctively I dodged it and he fell over before running away. I walked over to the woman and handed her the purse.

Peter: Here you go mam.

Woman: Thank you so much. You are a very kind man.

As I rode home I realized that maybe these powers were a good thing. Maybe I could be like Captain America that Uncle Ben told me about from WWII or Tony Stark with his Iron Man suit. Although I don’t know that I want to be some sort of superhero. Later that night I started making some rough drafts on a costume. I found some old red and blue fabric that Aunt May had and used it to make the suit. I needed to also make sure to cover my face, no way my Aunt and Uncle would ok me being a crime fighter. Last but not least, I need to come up with a name. It might not be anything original, but I went with Spider-Man. Now all I needed to do was test it all out.

The next night I put on my new suit and snuck out the window to go on patrol. I headed into the city and looked for some trouble.

Spider-Man: Alright Parker, lets just look for something simple for your first time. A mugging or robbery, just something to get my feet wet.

After about thirty minutes I got my chance. New York is never short on muggings, especially at this time of night. Time to head down and reveal myself. A man in a nice suit with a big briefcase was getting his butt handed to him by some joker with too much time on his hands.

Mugger: Just give me the briefcase buddy and this stops. You should know better than to walk on my street at this hour.

Man: I can’t, my boss would kill me if I lost this.

Mugger: Well if you don’t hand it over I’m going to beat him to it.

Spider-Man: Now gentleman, don’t I get a say in all this?

Mugger: Who the h@&$ are you supposed to be?

Spider-Man: I’m glad you asked. It really lets me know you care. The name’s Spider-Man.

Mugger: In a second that isn’t going to matter. No clown in a costume is going to keep me from my work.

He pulled out his knife and lunged at me. I dodged it and spun around and punched him in the face knocking him to the ground.

Spider-Man: Are you alright sir?

Man: Yes, thank you. My boss would have had my hide if I didn’t get this case back to him.

After I left the man took a phone call and if I had only known how that call would affect me in the future.

Man: Yeah, its me. I got the stuff and I am on my way back.

Kingpin: You should have been back by now.

Man: I was held up by a guy with a gun, but then some nut in a Halloween costume came and beat him up.

Kingpin: Your incompetence is growing old. Just bring me back the case and I will deal with you later.

The next day I was in a very good mood at school. I couldn’t believe that I was a superhero. Uncle Ben gave me a ride to Oscorp after school that day.

Uncle Ben: Alright Peter, I have to be somewhere later tonight, so please make sure you are down here on time. I can’t be late.

Peter: Don’t worry Uncle Ben, I will be here.

Later on that day Gwen came in and payed me a visit.

Gwen: Hey Peter, I wanted to come in a check on you and see how you have been doing now that you have been here a few weeks.

Peter: Yeah Gwen, it has been great. I have felt like a new person since I started working here.

Gwen: I’m glad. Well, I will let you get back to it. Talk to you later Pete.

Peter: Bye Gwen.

As I mentioned I never had much luck with girls in the past, but maybe now that I had these powers I could change that. I left my lab and headed up to the roof to change into my suit.

Right at that same time, the Kingpin was preparing for his next scheme. To the outside world, he was known as Wilson Fisk, a wealthy philanthropist, but as I and many others in the superhero community would come to know him as the Kingpin.

Kingpin: We have the all but one of the components to take to the buyer. The last one is at Oscorp and since our usual delivery man is….indisposed, we will need a new man for the job.

Wesley: Already ahead of you Mr. Fisk. We have a man on the way as we speak, Max Dillion.

Kingpin: Excellent. Update me when he retrieves the package.

Back at Oscorp I was ready to try and impress Gwen, but how would I get her attention. I then realized that it was almost time for Uncle Ben to pick me up. He said he didn’t have time to wait around for me, so maybe I should go ahead and pack up. Before I could do anything else I heard the alarm in the building go off. I headed down the side of building to see what was going on. There was a man running through the hall with a piece of equipment. This was my chance to show what I could do to the world, so I headed back inside.

Max: Stay out of my way and I won’t have to hurt anyone!

Security Guard: Freeze! Drop your weapon and get on the…

Before he could finish, Max shot at him and kept running where he came across several of the interns, including Gwen. This was my chance to show off. I jumped down in front of the crook and revealed Spider-Man to the world for the first time.

Spider-Man: Hey buddy, I don’t think that belongs to you, but what do I know, I’m just a Spider-Man.

Max: Well you’re about to be a dead man

He started firing his gun at me and I dodged his shots. Now was also the time to test out my invention, web shooters. I had been working on them as a way to swing around the town making travel quicker. Being as it was the only power of a spider I did not get, not that I necessarily wanted to shoot webs out my butt. I used my web shooter to grab his gun out of his hand and then grabbed him and pulled him down to the ground.

Spider-Man: He’s down for the count. You guys alright.

Gwen: We’re fine, but shouldn’t you tie him up or something?

Spider-Man: Don’t worry he isn’t going anywhere. Now, anyone want a picture with the Spider-Man?

While I was distracted, Max got up and grabbed the guard’s gun and ran towards the stairs.

Gwen: He’s getting away!

Spider-Man: No worries, he won’t get far.

Downstairs, Uncle Ben had been waiting in the car, but I still hadn’t shown up, so he headed inside to find me. At that same moment Max made it downstairs and fired his gun in the lobby causing everyone to go to the ground.

Max: Everyone stay out of my way! I don’t want to have to hurt you!

He then ran towards the entrance where Uncle Ben was standing.

Max: Out of the way old man!

Uncle Ben grabbed his arm and tried to stop him from getting out the door. They struggled for a moment and then there was a shot.

Max: No, no, no! I didn’t want this to happen! I just needed get out of here.

As I got down to the lobby I saw Max running out the door. I was about to follow him out when I noticed a man lying on the ground. It was Uncle Ben.

Spider-Man: Sir, are you alright! Someone get a doctor! Stay with me help is on its way.

I tried to stop the bleeding, but it was too late. Uncle Ben died in my arms as I sat there in a stupid costume. After the funeral, I sat alone in my room. Uncle Ben’s death was my fault, if I wasn’t trying to be a showoff then I could have saved him. If I was going to be a hero, then I needed to act like one. I let him down and I can’t let that happen to anyone else when I can prevent it. The one thing that wasn’t solved was the man who killed Uncle Ben. His name was Max Dillon and the cops had been looking for him, but no one had seen him since the robbery. This looked like a job for Spider-Man.

It was storming outside and I stayed tune to the police scanners just waiting to hear to his name, then it finally happened. I put on my costume and headed to the warehouse that Dillon had been spotted at. When I got there the police had already surrounded the building, so I had to sneak inside.

Police: We have the building surrounded! Come out now before we have to use force!

Max: What have I done? This wasn’t supposed to happen. He said it would be a clean job and no one would have to get hurt.

Spider-Man: But someone did. His name was Ben Parker and you murdered him!

Max: No, not you! It was an accident I didn’t want to kill him!

Spider-Man: That won’t bring him back. You’re going to pay for what you did.

Max ran up the stairs to the roof of the warehouse and I followed him. He made it to the edge and stopped.

Max: Please don’t kill me! I can change!

Spider-Man: Why should I show you any mercy when you obviously have none?!

I grabbed Dillon and held him over the edge. The police spotlight was pointed at us and I was ready to send him to his death. Then I thought of Uncle Ben. What would he say if he saw me right now. I can’t become the very thing that took him away from me in the first place.

Max: Please don’t drop me!

I pulled Max back onto the roof.

Spider-Man: No, I’m not going to kill you. I won’t become the monster that you are. I am going to let you rot in prison and have think about the man you killed.

As I let go of Max he started to run, but he slipped and went over the side of the roof. I tried to grab him, but I was too late.

Spider-Man: No!

He fell into an electrical generator and then a lightning bolt hit right after charring Max into a crisp. Even if he survived the fall, he couldn’t have survived that much electricity.

Back in the city, the Kingpin heard the news.

Kingpin: Well, this event is quite fortuitous. Now we don’t have to silence Dillon.

Wesley: We have a man to examine his body just in case. Now your plans can continue.

I made it back home and took off my mask. I wish that I could have saved Max, but I think Uncle Ben would be proud of me. I have these powers and I have to use them to help people, not hurt them. It was like what Uncle Ben use to say, “With great power, comes great responsibility,” and I am going to make sure that I never forget it. It is time the world sees what kind of hero I can be, a friendly neighborhood Spider-Man.


Kingpin’s Informant: Well, that was easy enough. Doesn’t take too much to sneak into a morgue I reckon’. Not that it matters much this guy is burnt to a crisp. Don’t know why boss wanted me to check on him.

After his back was turned the body started to move. The char on the body began to crumble off and he sat up.

Kingpin’s Informant: What the @#$!.

Right then he was hit by and electrical beam and disintegrated. The man got up off the table and saw himself in the reflection.

Max: Spider-Man, he did this to me! He made me into this monster. I am going to kill that bug and watch him fry!



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