Appearing in "Changes: Part 2 of 4"
- Mary Jane Watson-Parker
- Captain America (Steve Rogers) (Main story and flashback)
- Tommy (Cap's old disabled friend from the 40's)
- Colonel Nick Fury
- Queen (Adrianna "Ana" Soria) (Main story and flashback)
- Alex & Mary
- Darren (Mentioned)
- John Anderson (Cameo)
- Mrs. Millan
Races and Species:
Synopsis for "Changes: Part 2 of 4"
Spider-Man and Mary Jane argue about the having-four-eyes-thing in the end MJ wins and Peter attends a friends wedding in sunglasses. Meanwhile Captain America goes to the veterans hospital to talk to an old friend named Tommy, they go for a walk (Cap pushes his wheelchair) at the mention of Ana Soria, Tommy sheds a tear. The Queen tells her drones that it is a case of survival of the fittest. In the middle of the wedding Peter runs out and changes to Spider-Man without his mask, he finds difficulty breathing. Meanwhile Nick Fury emerges from the shadows and confronts Captain America, Cap tells Nick Fury he wont give him any information on the Queen but Tommy asks him to. Captain America reveals that Ana (The Queen) was apart of a failed experiment in 1945 and that she was thrown in a crazy house after being exposed to nuclear radiation. Meanwhile Spider-Man mutates even further into a monstrous humanoid spider. Tommy tells Nick Fury that the queen has a bomb that will wipe humans out in most of North America, she and her drones wont be affected by the radiation from the bomb, Captain America then reveals that the American government built the bomb.
His humanity slipping away from him, a danger to his friends and loved ones, Spidey grapples with the amazing transformation that's taken hold of him--while, in the depths of the world, the Queen awaits…