Appearing in "Flashback!"
- Aunt May
- Ben Parker (Recap)
- Flash Thompson (Recap)
- Liz Allan (Recap)
- Daily Bugle Staff (Recap)
- Glory Grant (Recap)
- Crusher Hogan (Recap)
- Fantastic Four (Recap)
- Luke Cage (Recap)
- Betty Brant (Recap)
- Gwen Stacy (Recap)
- George Stacy (Recap)
- Daredevil (Recap)
- Prowler (Recap)
- Punisher (Recap)
- Mary Jane Watson (Recap)
- Randy Robertson (Recap)
- Burglar (Recap)
- Scorpion (Recap)
- The Human Fly (Recap)
- Dr. Doom (Recap)
- Dr. Octopus (Recap)
- Green Goblin (Recap)
- Lizard (Recap)
- Enforcers (Recap)
- Man-Wolf (Recap)
- Morbius (Recap)
- Green Goblin (Harry Osborn) (Recap)
- Kingpin (Recap)
- Vulture (Recap)
- Chameleon (Recap)
- Electro (Recap)
- Sandman (Recap)
- Kraven the Hunter (Recap)
- Molten Man (Recap)
- Shocker (Recap)
- Mirage (Recap)
- Will O' The Wisp (Recap)
- Beetle (Recap)
- Stegron (Recap)
- Hammerhead (Recap)
- Rhino (Recap)
- Mysterio (Recap)
- Tarantula (Recap)
- Forest Hills Graveyard caretaker (Only appearance)
- New York City
- Goblin Glider (Recap) (Only in flashback)
Synopsis for "Flashback!"
Visiting the grave of his Uncle Ben, Spider-Man thinks back and reflects on his entire career as Spider-Man. He recalls the events that led to him getting his spider-powers, and how the death of his Uncle Ben were the catalysts that led to him becoming Spider-Man. He recalls his brief stint in show-biz, his first encounter with the Fantastic Four, and Jameson's early smear campaigns about Spider-Man in the Bugle. He thinks about all the times Jameson has sent super-powered beings or high tech machines after him as well.
He recalls his relationships with Flash Thompson, Betty Brant and the Stacy's. He recalls how George Stacy died at the hands of Dr. Octopus, and Gwen was murdered by the Green Goblin. He recalls Curt Connors struggles as the Lizard, Frederick Foswells stint at the Big Man, John Jameson becoming the Man-Wolf, Michael Morbius being cursed as a living vampire, and Harry Osborns descent into madness which turned him into the second Green Goblin, and all the villains he's fought over the years. He also reflects on his allies, the Fantastic Four, Daredevil, the Prowler, even the Punisher. He then turns his thoughts to his new love Mary Jane, and his friends.
Spider-Man's recollection ends as he watches his Aunt May place some flowers on Ben's grave and departs. Spider-Man then goes to pay his respects, leaving the microscope Ben gave him years ago at the grave. After departing a worker at the cemetery happens upon the microscope and decides to take it home to his son to use.
- The present day portions of this story take place between Amazing Spider-Man #171 and Amazing Spider-Man Annual #11.
- Spider-Man states that he hasn't been to visit Uncle Ben's grave in "years". Per the Sliding Timescale of Earth-616, it has been roughly five years between the death of Uncle Ben and this story.
- The dates on Uncle Ben's tombstone are worn out but states that he lived from 1906-1962. These dates should be considered a topical reference per the Sliding Timescale. Based on the math, Uncle Ben died at age 55.
- The events that Spider-Man recount are:
- The origins of Spider-Man, including the death of Uncle Ben and the capture of his killer, as it was originally told in Amazing Fantasy #15.
- The money troubles Aunt May had after Uncle Ben's death, the start of J. Jonah Jameson's crusade against Spider-Man, and his attempt to join the Fantastic Four all occurred in Amazing Spider-Man #1.
- Focusing on J. Jonah Jameson, Spider-Man recounts the followings:
- Peter being hired as a freelance photographer in Amazing Spider-Man #2.
- Jameson's attempts to defeat Spider-Man using the Scorpion, the original Spider-Slayer, Power Man, the Fly, and the other Spider-Slayers. These events happened in Amazing Spider-Man #20. 25, 123, Annual #10, respectively. The additional Spider-Slayers were battled in Amazing Spider-Man #58, 105, and 167.
- He also touches on his relationship with Flash Thompson:
- Next he reflects on his romance with Betty Brant:
- Peter and Betty started dating in Amazing Spider-Man #7.
- The apparent death of her brother Bennett in Amazing Spider-Man #30 drove them apart.
- The flashback shows Spider-Man battling Doctor Octopus. During his relationship with Betty, she was present during Spider-Man's battle with Doc Ock in Amazing Spider-Man #11–12, and Amazing Spider-Man Annual #1.
- The wall-crawler also reflects on his life after high school.
- Peter graduated in Amazing Spider-Man #28 and began attending Empire State University in Amazing Spider-Man #31, where he first met Gwen Stacy.
- During this period he also met Gwen's father, Captain George Stacy and the Daily Bugle's City Editor, Joe Robertson in Amazing Spider-Man #56.
- He also recounts the tragedies that he experienced during this time, namely the death of George and Gwen Stacy in Amazing Spider-Man #90 and 121 respectively.
- He also states that Norman Osborn, the original Green Goblin died, that appeared to be the case in Amazing Spider-Man #122. However, Osborn survived as explained in Osborne Journals #1 and he will resurface again in Amazing Spider-Man #412.
- Spider-Man also recounts his battles with:
- The Lizard in Amazing Spider-Man #6.
- The Enforcers in Amazing Spider-Man #10, the death of their leader Frederick Foswell in Amazing Spider-Man #2 and his daughter's attempt at revenge in Marvel Team-Up #40.
- His fight with the Man-Wolf in Amazing Spider-Man #124.
- The fight with Morbius while cursed with six-arms which happened in Amazing Spider-Man #100–102.
- Lastly his clash with Harry Osborn who took up the mantle of the Green Goblin in Amazing Spider-Man #136.
- He goes on to recount the various foes he fought, the villains are: the Kingpin (Amazing Spider-Man #50), the Vulture (Amazing Spider-Man #2, the Chameleon (Amazing Spider-Man #1), Electro (Amazing Spider-Man #9), the Sandman (Amazing Spider-Man #4), Kraven the Hunter (Amazing Spider-Man #15), Mysterio (Amazing Spider-Man #13), the Molten Man (Amazing Spider-Man #28), the Rhino (Amazing Spider-Man #41), the Shocker (Amazing Spider-Man #46), Hammerhead (Amazing Spider-Man #113), Mirage (Amazing Spider-Man #156), Will O' the Wisp (Amazing Spider-Man #167), the Beetle (Amazing Spider-Man #21), Stegron (Marvel Team-Up #19), and the Tarantula (Amazing Spider-Man #134).
- Spider-Man touches briefly on the different super-heroes he has met alongside: The Fantastic Four (Amazing Spider-Man #1), Daredevil (Amazing Spider-Man #16), the Prowler (Amazing Spider-Man #78), and the Punisher (Amazing Spider-Man #129)
- Lastly, he reflects on the lives he has touched as Peter Parker and Spider-Man, such as Mary Jane Watson (Amazing Spider-Man #42), Liz Allan (Amazing Fantasy #15), Glory Grant (Amazing Spider-Man #140) and Randy Robertson (Amazing Spider-Man #67).
- Goodwin and Wein are credited as consultants.
- First and only known appearance to date besides flashbacks
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