Astonishing Spider-Man #11
Astonishing Spider-Man
Alive and Well: Part One
Writer: Ben Kaine
Editor: Paul Hahn

Mary Jane Watson-Parker stirred in her bed as she felt a sudden draft in the room. Someone had opened the bedroom window, was now entering through it. For any other woman, this would immediately strike dread into their hearts. For the wife of Spider-Man . . .

"Peter?" she sighed, not opening her eyes.

"I'm here, Hon," she heard him reply. "A little bruised from stopping a bank robbery on the 48th, but here. Good night?"

"Until you let that cold air in," she smiled, snuggling back into the inviting covers. "Get in here."

She felt him climb in next to her. They slept.

The city lights couldn't reach high enough to illuminate the roof of the Trask Building, which was, after all, why the spot was chosen. It was one of several buildings in New York City that dwarfed even the most famous skyscrapers, along with the renowned 'Baxter Building'. And so, none that night could see the two figures that waited upon the Trask Building's roof, looking out over the city.

The two figures were silent, crouching in the dark shadows of the roof. They were waiting for something to come, something important- And then it came! The only warning was a flash of light to the East, and then a fireball zoomed over their heads, paying them no heed. They waited until the living fireball had flown far off into the distance before, believing themselves safe again, they stood and moved to the edge of the roof.

"Well?" asked the hooded one. "Do you have him, Pinpoint? Do you have the Human Torch?"

"It worked," Pinpoint answered. "I managed to lock on to him when he flew by and 'tagged' him, just as planned. Now my mutant tracking power can keep tabs on the Human Torch anywhere in the city."

"Just as we have tagged every other hero that usually operates within New York City," the hooded man said. "Exquisite. You've done well, Pinpoint."

"Thank you, Sir. We shouldn't have any trouble with the plan now, since I can tell you if any superheroes within miles of us. The Fantastic Four, the Avengers, Spider-Man, Daredevil, Nova. We got them all. There shouldn't be a problem in the world when we dig up that weapon of yours-"

Suddenly, a loud beeping went off underneath Pinpoint's trenchcoat. He took out his cellular phone, looked at the number. "It's Staccato, Sir."

"That fool Russian mobster is becoming grating upon my ears," his hooded master growled. "Answer the phone. Find out what he wants."

"Yes, Sir," Pinpoint said, pressing the 'Talk' button on the phone. He held it up to his ear. "Hello? Mister Staccato! No, he's not available... Mmmmhm. No, Sir, not a worry. I'll be glad to update you. We've just finished most of our preparation for the excavation job. Right. Sorry, Sir, but in this day and age, you can never be too careful about preventing interference of any kind. Yes, Sir. Days, Sir. Only days and you'll have it in your hands. Yes, Sir. Bye."

Pinpoint turned off the phone, frowned at it, and put it away. He looked out at the sea of city lights spread out before them. "He just wanted another update from you. Are we really gonna give that idiot something like the Steel Guard?"

"Of course not," the hooded man hissed. "When we have unburied that beautiful weapon, it shall not be placed into the hands of a man who could not comprehend its steering wheel. No, Pinpoint, all prizes within this game will go to only one man-!"

His eyes flashed! "They will go to LEGERDEMAIN! And with the location of every superhero known to us through your gift, there is none to stop me!"

"I'm gonna miss it, Robbie. Gonna miss it awful," J. Jonah Jameson said for the hundredth time. Robertson made no reply, puffing on his pipe idly in the corner. The man had been acting as if he was leaving forever since he made the decision to go on a vacation, and Robertson's compassion for how the man might've been feeling was now replaced with disbelief.

'Martha, wherever you are,' he thought, watching Jameson pace about the office, 'Please cure the man. This is ludicrous.'

"You will take care of my baby, won't you?" Jameson sniffed.

'Abort,' thought Robertson. "Actually, Jonah, I should be taking care of her right now. I haven't even perused our evening headline. Your driver's waiting in the lobby, so you'd better hurry if you want to catch the plane."

Jameson nodded sadly and looked over the contents of his suitcase one more time as Robertson left the office. He sighed, shut the case, locked it, and looked about the office of the Daily Bugle's publisher yet again.

"Hmph. Don't you worry, Dear," he said, fishing for a cigar in his pocket. "I'll be alright and so will you. Robbie's a good editor. He'll treat you right He'll- He'll-!"

"Commit you to a clinic?" asked a familiar voice. Jameson's face went red, and then with a loud 'thwip', a gray strand splattered against his cigar, ruining it.

"My Cuban!" Jameson growled.

"Yeah, I heard about Elian. Too bad," Spider-Man replied. The Webslinger sat upon his haunches, balancing precariously yet perfectly on the window sill that he had entered so many times before, with one holy mission: To bug the heck out of Ol' "Jolly Jonah".

"I'm pretty sure I heard somewhere that you weren't supposed to be sucking ashes anymore, Jonah," Spider-Man said, unable to help himself from smiling under the mask. "Your lungs are starting to look worse than those burgers of yours at the Bugle company picnic!"

"You shouldn't have been there!" Jameson spat, hurling the cigar into the trash.

"Aw, c'mon, Jonah. You know how I like to keep tabs on my favorite person in the whole wide world. Heck, if I hadn't stopped by, you might be smoking right now, and I couldn't bear it if anything happened to you!"

"Ha! I'll bet!" the publisher growled, picking up his suitcase. "Walk East 'till your hat gets wet, Wallcrawler! I have to get to the airport! It's my last day here for over a week!"

"Yeah, I know," Spider-Man sighed. "I heard the party music when I was swinging by. Boy, but I never knew Phil Urich was such a talent with the maracas! And didja see him tango with that reporter O'Neil? I swear, the man's a regular studmuffin- Yeep!"

The Webbed Wonder ducked as a stapler flew through the air, hitting the wallspace above him.

"Little off there, Chief," Spider-Man said, giving a mock salute. "Not that anyone's blaming you. I mean, for a senior citizen, that's still quite a throw. Oops. As much as I wanted to help stop your smoking, Jonah, now you're doing it from the ears. I'd better leave you to your vacation before you start smoking from other places. Don't forget to kiss Martha for me now, ya hear?"

He turned. "Oh, and one more thing, Jonah. That little crack about 'walking East until your hat gets wet'? I'm pretty sure you got that one from a previous conversation with me It couldn't be that my incredible charms are starting to rub off on you? No? Well, it's certainly not my looks that are "

And with that, Spider-Man hurled himself out of the window, just in time to avoid a long string of curses that Jonah certainly hadn't gotten from him. He fired a strand of webbing, connecting with a nearby building, and was soon swinging once more through the concrete canyons of New York!

Jonah watched the webslinger disappear into the distance, then picked up his suitcase and sighed.

"Hmph. Damned webslingin' blasphemy t'- " he muttered. "Gonna miss him too."

He took a final look about and left.

Ben Reilly looked up into his bathroom's mirror, saw Peter Parker's face, frowned. No, he saw Ben Reilly's face. Even if it was exactly Peter's, save for the hair he had dyed, it was Ben's face.

He sighed. It had taken time to stop answering to the name of Peter Parker, whenever he heard the name (boy, had that incident been embarrassing and tough to cover up!). It would probably just take some more time to stop thinking of himself as what, for all intents and purposes, he was: Peter Parker. Or the exact double.

The phone rang and he answered it. He'd have to hurry, though. His break was almost up and he had to return to the Daily Grind for his afternoon and evening shift. Fortunately, it was only a few blocks from his apartment.

"Hello?" he asked.

"Ben? It's Desiree Winthrop."

"Oh! Er, great!" Ben said, smiling. It was funny how she never simply gave her first name, even with someone she already knew. It was almost like a royal proclamation. 'Aw, cut it out, Pet- Ben. She's alright, and cute as heck besides. Count your blessings you got a date.' "How's it going, Desiree? Are we still on for tonight?"

"Abso-lutely!" the musical voice answered. "Seven o' clock!"

"Thought it was at eight o' clock-"

"Change in plans, Ben. I gotta interview. Not a problem is it?"

"Oh, no. Not at all," Ben said, thinking: 'Except that I don't get off work until seven-thirty.' "Great! See you tonight, Ben!"

"Sure," he said, and hung up. 'Well, now you've done it. Better head over to the coffee house. I've been late waaaaaay too often lately, but then, at the time, I had to swing around the city in tights on my off-hours. That's not a problem anymore. Pete's all over it. Lucky stiff!'

He reached into his closet for his coat, froze. A copy of the Spider-Man suit that he and Peter had both worn so many times was hanging there, next to his coat. He had forgotten completely about it. 'Wow,' he thought, transfixed for a moment. Then: 'Remember the shop! You'll be late!'

He grabbed his jacket and ran out the door.

'Steady, Girl. Steady!' Kari Kline thought as she walked slowly down the sidewalk of her neighborhood. It had been several days since she had run away from home after her mutant powers had manifested. Several days since those same mutant powers had been the death of her teacher at Liberty Bell High School, Mr. Beau. Several days since she had been rescued by Angela Stoic, a woman who had aspirations to be a superhero and who she had quickly come to call friend.

All of those events. But what did they mean for her? It was her senior year of high school and she had been positive that she would be accepted into the university. Now? She'd killed a man. KILLED him. There were consequences she wouldn't be able to run from, whatever they were, and not even Angela Stoic in her new guise as the superheroine archer "Quiver", bless her heart, could help her.

Kari looked up, finding that she had arrived in front of her house. She took a final, deep breath and ran up the walkway, knocked on the door.

"Hello?" the familiar voice of her mother came. Kari wasn't surprised. Her mother would be the only one home at this time of day. "Kari! Ohmigod! KARI!"

They embraced, entered the house. She let her mother cry for a minute, scold her, all of the things perfectly natural for a parent who had lost her child for days.

"Never do that again!" she kept saying. "Never!"

"Promise, Mom. Never again," Kari said.

"Never again. Never leave-"

"Mom," Kari said, "I may have to Mr. Beau I can't run anymore, Mom, from what I did to him. I- I have certain powers-"

"Kari? What- What are you talking about-?"

And Kari Kline told her mother everything. The manifestation of her ability to generate electricity and hurl it in bolts of power. The death of Mr. Beau. Her rescue by 'the Marksman', even the Marksman's real name. It was a moment of complete honesty-

-and Kari could only hope that she wouldn't regret it.

"Who are you?" the grotesque mutant asked the cloaked man, looking at him with his over- sized, lantern-like eyes. The horribly-disfigured mutant was a Morlock, one of the few who continued to dwell within the network of tunnels underneath New York City. After the Massacre, he had joined one of the many packs of sewer dwellers. They had accepted him, even though he was a mutant, as one of them, rejected by the outside world.

And now, from the outside world, had come an intruder. A dressed brightly in a white cloak and black ninja mask, holding a ball and chain-

"I, you hideous monstrosity?" the invader hissed. "I am a conqueror! I am LEGERDEMAIN! And whatever you are, there is but one name for you: 'Annoyance'!"

The ball and chain was held up and whirled then, swishing through the air, and the Morlock screamed as half of his body was suddenly encased in cruel, hard ice! The other sewer dwellers cried out in horror and quickly scurried away into the dark!

"Damnation!" Legerdemain yelled through his black mask. "These tunnels were supposed to be deserted, Pinpoint! Why are these pathetic creatures here?!"

"I don't know, Sir," Pinpoint answered. "There's no reason why they should be. According to the reports, the City Hall ran out all of the Morlocks and Sewer People because they were presenting dangers for the city repair crews!"

"I detest complications," Legerdemain said.

"I don't mean to worry, Sir, but what if it's more than a simple complication? With so many within these sewers, is it possible that they've already found the Steel Guard?"

"Neanderthals such as these? If they could comprehend the cockpit's lock, Pinpoint, I would be greatly impressed. No, even if they have found it, they have not used it. We have only to reach the Steel Guard to claim it -"

"In-vu-dirs!" screamed the half-iced Morlock. " We hed yoo! We hed yoo!"

"What?" Pinpoint asked.

"I believe the wretch is saying that his people hate us," Legerdemain sneered.

"Die when Gar'd come! Die when Gar'd come! Man-drik kill yoo-!"

"As I said, Pinpoint. We have only to reach the Steel Guard to claim it," Legerdemain said, frowning under the mask. "And if these miscreants present themselves as obstacles-"

The masked villain let the ball and chain rush over his head again, and then sent it crashing down upon the mutant's skull. The Morlock went limp.

"-then they will be dealt with. Call our good friend Staccato, Pinpoint. I desire his best men for an assault on these Dwellers. If there is truly any resistance between me and the Steel Guard, perhaps they can use the target practice!"

"Almost done! There!" Angela Stoic laughed. She finished the sowing and held the new costume up, looking it over with a smile. Her old costume had been the feminine equivalent of the Avenger Hawkeye's. She had created the design of the new one, always having liked the color Silver. Gone was the full mask that had always made her slightly uncomfortable. How could people like Spider-Man, who always covered their full heads, breathe in those things?

Instead, she'd bought a visor that would serve to cover her eyes and, as an extra benefit, give her Night Vision when she might require it. It didn't cover all of her face or her hair, but there were other superheroes who had managed to get away with it.

She tried on the costume, finding that (after the hundredth time) she'd successfully made it fit comfortably without hampering her. All in all-

'Perfect!' she thought, lowering the visor over her eyes. 'Just the costume for New York City's newest superheroine! Watch out, World! Here comes "Quiver"!'

She pulled the quiver, her namesake, over her shoulder and strapped it to her back. After picking up her bow, Quiver had only to open the window-

-and she was free!

As she climbed the fire escape and leaped onto the roof, thoughts of Kari came into her head.

'Oh man. I hope she's OK. I wanted to come with her, support her, but she refused! Kari's a brave girl and over the last few days, she's almost become a sister but she killed a man! Accidentally or not, she can't expect to get away from it without a huge mess! Why did she have to go back, alone?'

As she was about to jump to the next rooftop, she stopped.

'Yeah. Kari Kline killed a man. And what did I do? I hid her. 'Aiding and Abetting'. Should I have turned her into the police? I'm supposed to be a superhero, and that's what they do. They turn in people on the run from the law. What was I thinking? Shouldn't I have turned her in? But she didn't mean to do it- She was just scared, confused.'

She ran a hand through her hair, took a deep breath, and looked at the New York City skyline.

'Hawkeye . . . Spider-Man . . . Hell, any of them who've been doing this for so long. They've had to have gone through something like this. What did they do? What would they have done in my case? Should I have just turned her in? I I don't know!'

Night arrived as the sun set on a tormented woman.

"Peter? Is that you?" Mary Jane asked, looking up from the bills she had been paying. Something- No, someONE had moved in the living room-


"Hey, MJ. Yeah, it's me," he said, coming into the light. She saw that he had already half- dressed up in the costume that her husband had so often saved hundreds of lives in. The actual mask, the face of Spider-Man, was held in his hand.

"Night shift?" she asked, giving him a small smile as she put down her pen and checkbook. He smiled back in the dim lamp light as he pulled the shirt of his costume on.

"Yeah. I won't be out long tonight. I did a good bit of webslinging today. Even sent off that sweetheart of a man Jameson. He's taking a vacation. Two weeks."

"Betty told me about it. We had lunch today," she said. She leaned back in her chair and spread her arms wide, the signal for him to round the table and give her a hug. He took the invitation quickly, and they embraced, her still sitting in her seat.

"You could've changed into the webs anywhere," he heard her whisper.

"I know, but I wanted to come home. I remembered our talk, nights ago, and remembered that you hadn't heard from me since I jumped out of the window this morning. I just thought I'd see you first. Y'know, let you know I was OK?"


"Yeah, Hon?"

She planted a single, sweet kiss upon his chest. "Thank you. Thank you for thinking of me."

"Hey, you're a heckuva lot more fun thinking about than Doc Ock or Chamel- er, or-.."

She hadn't stopped kissing. "Too bad you have to leave early tonight, Peter. These bills have bored me almost to insanity and you've always-" Kissed him. "-been good at keeping me-" Kiss. "-from being bored.."

She knew as well as he did, Peter thought, that he apparently wasn't going out quite yet. Her fingers dug into his shirt, pulling it once more up and off-

"YAHOO!" Quiver shouted into the cool night, leaping off of the moving bus. She landed perfectly upon the sidewalk as the bus turned the corner, smiled. Of course she wanted to be a superhero, she thought as she stood and quickly ran into the nearest alley. Who else could get away with something like that and only have the police wave as she went past? Her helping them catch a mugger could have had something to do it

She climbed the fire escape and changed clothes on the roof. It had been a fun ride to Queens, but now that she was here, she was dying to find out how Kari Kline's return had went. She stuffed her Quiver costume into a duffel bag and after making sure there was nobody watching, left the roof.

It was a quick walk to Kari Kline's address. She steeled herself, somehow feeling that she might be intruding- But Kari was her friend, and in a way, they were in this whole thing together now. She ran up the walkway and ringed the doorbell.

"Hello?" the woman said, answering the door.

"H- Hi," Angela said, suddenly losing her words as she looked at the woman's horrible, almost ghostly appearance. "I'm Angela Stoic Is- Is Kari home-?"

"Oh. You," the woman said. "Well, you'd best come inside. I'm her mother, Angela."

"Oh.. It's nice to meet you."

They entered the living room quietly, but Kari's mother didn't stop walking. Angela continued to follow her in silence until they had actually gone out the back door of the house.

"Er, Mrs. Kline-? Kari's out here-?" she began to ask.

The woman was trembling when she replied, holding back tears. "She isn't here. She's been arrested, Angela The police took her.. She- WE tried to explain, tell them not to cuff her- She's not a hardened killer, I was yelling.. She- She's just a mutant! She didn't know, I screamed- And tonight, I found this on our wall-"

Angela looked up and gasped.

The words 'MURDERING MUTIE' lay emblazoned in black spray paint upon the house's side.

The webline flew through the air and caught the flagpole. Spider-Man let go of his last line, seizing the new one with both hands, and let his body glide free through the air. Oh, but it felt incredible, swinging through the city-

'And that last half an hour with Mary Jane wasn't so bad either,' he thought with a smile, fired a new webline. Let go of the old, swing on the new. He had no destination in mind, but found himself moving swiftly toward Central Park. Well, it was as good a place as any.

'How did you ever get so lucky, Petey Boy?' he thought. Fire webline. 'You're married to a beautiful, wonderful woman who only wants to know you're OK every night. You're closing in on your graduation from college. And, lest we forget, in high school, you were bitten by a radioactive spider and given incredible powers that only one out of millions ever could possibly enjoy!

'Sure, I've had a few tragedies. Mary Jane losing the baby, the deaths of people close to me, villains just waiting for their chance to turn me into Spider-Flambe' but I can't think of a single life I'd trade mine for!'

He fired yet another webline and swung around a corner, only to see a bright, yellow blast erupt from the trees of Central Park. Spider-Man sighed and leaped across the street, into Central Park.

'Well,' he thought.. 'Maybe a Pacifist's life- Naaaaaaaah!'

In moments, Spider-Man had found the disturbance. A small crowd was gathering around a sewer manhole as several policemen tried to make their way to it. The webslinger landed agilely in the middle of the throng, his eyes peering down into the sewer through his white eye-lenses.

"Hi, Everybody! I'm the Municipal Property Damage Promoter! What's- Aw no "

Several of the civilians were trying to make a horribly-injured man comfortable. The wounded man was apparently someone employed by the city, but it was obvious even to the medically- uneducated that he had lost a great amount of blood and a limb in doing his job.

"'Scuse me! Outta the way! Police!"

Two policemen made their way through the crowd, quickly spotting Spider-Man and the hurt civilian. As one of them bent down to look the man over, the second simply turned to the hero.

"Webslinger," the officer nodded. "Here to help out?"

"You don't want me to go-?"

"Naw. You're OK in my book, Webs. Saw you handle that Shocker character a few months back! It was good work."

"Er, thanks. Any idea what happened-?"

"Just got here myself, Webs, but if you could take a look-"

"Glad to, Officer," Spider-Man said, and with that, he dived into the darkness of the tunnels below. "Glad to."

He landed with a splash in the dark, murky waters. 'Eeeew! Maybe I shouldn't have been so quick-! This stuff is gross, seeping into my costume, and I didn't bring any nose plugs. Well, it comes with the turf, Spidey. Now don't disappoint the actual fan you apparently have up there and get to work '

Spider-Man turned as his eyes adjusted, peering into one of the tunnels. 'Well, which way the worker came from is easy enough to spot. All I have to do is follow the bloody marks on the wall. How convenient. I may throw up in my mask.'

He was soon rushing through the tunnels, searching, listening. A low buzz had slowly emerged in the back of his head, warning him of danger, and he had learned over the years to trust his 'Spider-Sense', no matter how ridiculous its claims seemed. Still, he'd had enough bad experiences in the sewers to be on alert no matter what. The Lizard sprang to mind, one of his greatest and most tragic foes. The beastly villain had made the sewers his home, as had the mad genius Doctor Octopus on several occasions-

'Wait . . . Gunshots?! Who in the world could be firing guns down here-!?'

Spider-Man quickened his speed, launching himself into the dark, trusting his Spider-Sense to keep him safe in those places where his eyes could see nothing-

And then, as he burst into one of the older subway tunnels of New York City, he saw them! Several men in simple, black suits, holding powerful assault guns. Spider-Man's eyes drifted to their targets and widened.

'Dwellers!' he thought. 'And those men are firing on them! I guess Michael Morbius has left his position as their leader for good, because there's no way they'd get away with this if he was still leading them Looks like-'

He leaped forward, feet outstretched. Krash! The effect was like a bowling ball slamming into a sea of pins. The men fell, crying out in pain. '-I'll have to do something about it myself!'

Spider-Man aimed, firing weblines at the guns that had fallen from the hands of the men. They connected, and he quickly harnessed his strength, hurling the guns into one of the subway's brick wall. They all broke into pieces with a loud, cracking sound.

"Alright, Guys. Care to tell me why you're shooting at homeless people, or would you like to just wait until we're all drinking hot cocoa at the local police station?" Spider-Man said.

"No-! You fool!" one of the gangsters cried in a heavy Russian accent. "Now they'll kill us!"

"Don't think so, Guys. They weren't the ones with automatics- Huh-?" Spider-Man began to say, and then something happened- Spider-Man's vision began to swim, a fiery pain leaping into his head- He began to wobble unsteadily, nearly falling. 'Can't even- stand up straight-!' he thought, leaning against the wall. 'Feels like I've been drugged up more than a new client at the Betty Ford Clinic!'

And then, somewhere in the confusion, he felt it. 'Spider-Sense, warning me of danger-! But I'm too disoriented Can't-!'


Spider-Man felt a boot slam into his back, knocking him to the gravel floor of the tunnel and several figures stood over him and the fallen gangsters.

"Feel as though you were injected with enough Benzodiazepines to knock an elephant on its rump?" the first among the new arrivals said, smiling. "Do not attempt to fight my power, Invader. Since I first discovered my power, I have not met a man who can! No, in the presence of MANDRAKE, there has never been one who can so much as stand!"

Spider-Man heard a sound. A knife was being unsheathed

"Consider this an educational experience, Invader, and don't think we don't empathize, 'cause Morlocks and Sewer Dwellers know real well how it feels to be helpless, defenseless, hunted-"

The blade gleamed in the gloved hand

"-and then to die painfully, alone, in the darkness..."

Next issue: As Spider-Man struggles against a new villain that he seems helpless to stop, Quiver finds Kari Kline fast on her way to a juvenile prison and her family in danger! Quiver believes she understands the peril of the situation. She's wrong in "Alive and Well" part two!