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Peter Parker was once a promising young student, invited by Max Modell alongside his best friend, Gwen Stacy to tour his bleeding edge company at Horizon Labs. One of the experiments the pair observed was a massive colony of spiders Modell was bombarding with numerous radioactive particles in the name of genetic alteration. Parker fell into the colony, where he was devoured by them. However in the process the spiders became a singular hive-mind construct that absorbed Parker's consciousness. Masquerading as the man they absorbed, the colony, calling themselves Spiders-Man, put on a costume and began to fight crime in "Cruel York".[1]



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