Appearing in "Going Out of Business Sale"
- Looters (First appearance)
- Flipside (First appearance)
- Angela Daskalakis (Corpse)
- Captain America (Steve Rogers) (On-screen)
- Spider-Man (Peter Parker) (On-screen)
- Iron Man (Tony Stark) (On-screen)
- Hulk (Bruce Banner) (On-screen)
- Wolverine (Logan) (On-screen)
- Thor Odinson (On-screen)
- Fantastic Four (On-screen)
- Cyclops (Scott Summers) (On-screen)
- Marvel Girl (Jean Grey) (On-screen)
- Hawkeye (Clint Barton) (On-screen)
- Storm (Ororo Munroe) (On-screen)
- War Machine (Jim Rhodes) (On-screen)
- Gambit (Remy LeBeau) (On-screen)
- Cable (Nathan Summers) (On-screen)
- Goliath (Hank Pym) (On-screen)
- Wasp (Janet van Dyne) (On-screen)
- Beast (Hank McCoy) (On-screen)
- Rogue (Anna Marie) (On-screen)
- Mrs. Pivot
- Spiderites (Mentioned)
- Travesty (Rico Estevez) (Mentioned)
- Vulture (Snidely) (Mentioned)
- Venom (Eddie Brock) (On-screen)
Races and Species:
- Mutants (On-screen)
- Asgardians (On-screen)
- Human-Inhuman Hybrids (On-screen)
- Symbiotes (On-screen)
- 2099 A.D.
- Captain America's Uniform (On-screen)
- Heroic Age Spider-Man's Suit (On-screen)
- Iron Man Armor (On-screen)
- Cyclops' Visor (On-screen)
- Hawkeye's Suit (On-screen)
- War Machine Armor (On-screen)
- Goliath's Suit (On-screen)
- Spider-Man's Suit
- Venom Symbiote (On-screen)
Synopsis for "Going Out of Business Sale"
In an underground complex, Solly, a member of the Looters, checks in on a machine he calls Junior. As he enters the room, "Junior" activates and begins scanning Solly. "Junior" is trying to find a match with various heroes from the modern age. He wants to bring the machine on his feet for his boss, a man called Packrat. However, despite his efforts, nothing can get the machine operations and he gives up in frustration. Meanwhile, Packrat and the rest of the Looters have arrived out of the ruins of the recently destroyed Nightshade. They have come to loot it of its remaining technology. Their arrival is detected by the surviving members of Nightshade who have taken refuge in an underground bunker during the attack from Alchemax's Corporate Raiders. Among them is Xina Kwan, who is concerned for her ex-boyfriend Miguel O'Hara and their former teacher, Nightshade's leader Angela Daskalakis. At that same moment, the Looters find Spider-Man and Angela, who seemingly survived the blast thanks to a web-cocoon. Packrat is delighted by this discovery because he is certain that this is the real Spider-Man and not one of his Spiderite followers. This is confirmed when Packrat cuts his finger on one of Spider-Man's finger talons. They determine that Angela is dead and leave her corpse behind and take Spider-Man with them.
Meanwhile, back in Nueva York, Miguel's fiancee Dana D'Angelo sits in her apartment looking at a photo of herself with Miguel. Her thoughts are interrupted by a visit from Alchemax's Tyler Stone. He has been looking for her and Miguel and assumed that they had gone on a romantic getaway. That's when she tells Tyler that Miguel broke off their engagement and ran off with his ex-girlfriend Xina. He expresses his condolences, wondering why Miguel would end his relationship with such a wonderful woman. After a moment of silence, Tyler kisses Dana. He then stops himself, telling her that he overstepped a boundary and is about to leave. D'Angelo stops him and invites him in for dinner. As she goes into the kitchen to prepare the meal, Tyler calls his assistant Winston to tell him to hunt down Miguel and bring him back. Back in Nightshade, the people emerge from their shelters after the Looters have left. Xina finds the body of Angela Dekalakis and mourns her passing. She then wonders what happened to Miguel and where Spider-Man went after battling the monster that was also attacking the city. At that moment, Spider-Man has been strung up by the Looters as they drag him back to their home. While back in Nueva York, Gabriel O'Hara and his girlfriend Kasey Nash are taking a trip to Mexico. Even though Gabriel is looking forward to the trip, he worries about how Kasey thinks he is Spider-Man and wonders what to do with it.
At that moment, Spider-Man wakes up in the Looters hideout as they are all paying worship to the 20th-century sitcom, Mister Ed. Packrat welcomes them to their facility. Realizing that these people are as crazy as the Vulture, Spider-Man insists that he has to go. However, the Looters all draw their guns. Packrat insists that unless he can find a way to get "Junior" to work, they will shoot him dead. With no other choice, the hero decides to try and get their machine to work. It turns out to be an old Adaptoid created during the heroic age by Advanced Idea Mechanics. Despite it being created many in a foregone age, Spider-Man has seen nothing like this. His proximity to the Adaptoid activates "Juniors" computers and it scans Spider-Man with its facial recognition software. It cannot make a total match but finds possible matches on the original Spider-Man and Venom. It decides to merge its data on both of these profiles and begins to adapt them. Suddenly, the Adaptoid turns into a weird amalgamation of both Spider-Men and Venom. Calling itself Flipside, this insane Adaptoid jumps into Spider-Man's arms, telling the hero that they are going to be the best of friends.
Appearing in "Brotherly Hate"
Races and Species:
- 2099 A.D.
Synopsis for "Brotherly Hate"
Catching Kron Stone harassing Xina Kwan in the girl's shower room, a young Miguel O'Hara tried to stop him. However, he finds himself cornered in the showers at knifepoint. However, Miguel turns the tables by turning on the shower, scalding Kron with the sudden blast of hot water. Unfortunately, Miguel is easily caught by Kron who begins beating on him.
The fight draws the attention of Angela Daskalakis who pulls Kron off Miguel. Furious, Stone comes at her with a baseball bat. Despite this, Angela easily disarms Kron and breaks his arm. She then tells Kron that he is going to be brought before the teacher's council for punishment. Kron, figuring his relation to Alchemax's Tyler Stone, will protect her and threatens to kill Angela. However, the headmistress is unphased by this and takes Miguel and Xina to the infirmary. When she asks them if they saw how Kron broke his arm. Willing to cover for Angela, Miguel suggests that perhaps Kron slipped in the shower.
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