- Don't think I'm helpless, just because I'm soft and cuddly!
Appearing in "Beware...The Black Widow!"
- Iron Man (Tony Stark) (Recap)
- Hawkeye (Clint Barton) (Recap)
- Crimson Dynamo (Boris Turgenov) (Recap)
- Nick Fury (Recap)
- Red Guardian (Alexi Shostakov) (Recap)
- Nikita Khrushchev (Recap) (Topical reference)
- Kingpin (Wilson Fisk) (Mentioned)
- Avengers (Mentioned)
- SHIELD (Supreme Headquarters, International Espionage, Law-enforcement Division) (Mentioned)
- Woody Allen (Mentioned) (Topical reference)
Races and Species:
- New York
- Missouri (Mentioned)
- Spider-Man's Web-Shooters
- Black Widow's Gauntlets (First Appearance of New Model)
- Black Widow's Suit (First Appearance of Black Costume)
- Iron Man Armor Model 2 (Recap)
- Crimson Dynamo Armor Mark I (Recap)
- Hawkeye's Bow (Recap) and Trick Arrows (Recap)
- Hawkeye's Suit (Recap)
Synopsis for "Beware...The Black Widow!"
On his way home following his battle with the Kingpin and the Schemer, Spider-Man just misses running into the Black Widow. The Widow gets a sudden inspiration to try and find a way to combine Spider-Man's powers with her own abilities. She returns to her home where she decides to abandon her old costume. After recalling her recent past, she decides to design a new costume, as part of her "rebirth."
Meanwhile, Spidey is about to enter his apartment when he spies Harry Osborn, Gwen and George Stacy waiting for him. Sneaking some clothing, Spidey changes back into Peter Parker and enters the apartment. When Gwen sees the bruises on his face, she demands to know what sort of trouble he's in. When Peter isn't forthcoming with answers, she tells him not to call her until he can promise not to get involved with Spider-Man ever again, and leaves with her father.
As the Black Widow prepares to go out searching for Spider-Man to prove who is the better, Peter can't study because he feels as though he's getting groggy. He goes out web-slinging, but has to pause to rest and has the poor fortune to take a breather on the Daily Bugle building and trades barbs with Jameson. Checking in on his Aunt May, he accidentally startles her when she sees Spider-Man in the window.
Returning to the city, Spider-Man is attacked by the Black Widow, they have a brief battle where the Widow gains the upper hand and ropes up Spider-Man. However, Spider-Man manages to break free and gum up her venom-sting bracelets with his webbing. However, before he can do anything else she flees the fight. Later she decides that she was wrong to try and get the secrets to Spider-Man's powers, and that her own abilities are unique to her and that she should forge her own destiny.
Finally, Spider-Man begins to get very ill and returns home. There he takes a look at his blood in a microscope. His research finds that his spider-powers are once more beginning to fade. Now posed with what he's always wanted: A life free of the responsibility that comes with being Spider-Man, is this what he truly wants?
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