Amazing Spider-Man #365

Marvel ⋅ 1992

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Key Facts

5-page preview of Spider-Man 2099, considered by some to be the first appearance but it is an excerpt from Spider-Man 2099 #1

30th Anniversary of Spider-Man (1962-1992)

Hologram cover

Issue Details




John Romita Sr.


David Michelinie


Andrew Pepoy


Stan Lee


Randy Emberlin


Jon Babcock


Aaron Lopresti


Tom DeFalco


Tod Smith


Kevin Tinsley


Rick Parker


Mark Bagley


Dave Sharpe


Bob Sharen


August 1992


FATHERS AND SINS Finally free from the control of Calypso, the Lizard once more prowls New York City, heading for the apartment where his alter-ego, Curt Connors and his family live.  Peering in the window, the Lizard sees that Curt's wife Martha is throwing a birthday party for their son Billy. In attendance are Peter Parker and his wife Mary Jane.  Incidentally, Peter feels guilty being there since nobody has heard from Curt since he last became a lizard. As the subject of his conversation sneaks into a bedroom window, Peter's spider-sense begins to go off. This is as Martha heads to her room to get Billy's birthday gift. There, Martha is grabbed by the Lizard, who assures her that it's Curt Connor's that is in control. He explains where he has been all this time and that he needs Billy in order to help cure himself. When Martha calls out to Billy, the Lizard pulls her away, telling her that she has helped out sufficiently. When Billy enters the room he is frightened to see the Lizard. The man-monster assures Billy that he hasn't come to hurt him, and scratches the boy on the cheek, drawing blood.  Suddenly, Spider-Man comes bursting into the room, thinking the Lizard is threatening his family again. Although Martha tries to tell the wall-crawler that he is okay, the sudden attack causes Curt's Lizard persona to take control. It lashes out at Spider-Man, sending the masked hero crashing through the wall and out into the party. He tells Mary Jane to get the children to safety, just as the Lizard pounces on him again. The creature is too fast and powerful for the web-slinger. As the Lizard begins trouncing Spider-Man, Billy comes up behind him and strikes him with a skateboard. The Lizard stops and turns, and upon seeing his son in tears, loses his will to fight. The Lizard then leaps out the window, satisfied that he got what he came for. Not trusting the Lizard to stay out of trouble, Spider-Man manages to tag him with a spider-tracer before he is out of range. Spider-Man tells Martha to see to the children and heads out to follow after her husband. Watching Spider-Man go, Martha tries to convince Billy not to hate his father since he was only trying to find a way to restore his lost arm. Unfortunately, she doesn't see Billy grab a knife from the kitchen and leave the apartment to follow after Spider-Man on his skateboard.  Meanwhile, Spider-Man follows the signal from his spider-tracer, which leads him to the sewers. The wall-crawler is relieved that the fight is happening down there where nobody can get in the way, unaware that Billy Connors if following him from behind. Elsewhere, in a taxi headed for Queens, the couple who appear to be Richard and Mary Parker are bracing themselves for their reunion with Aunt May. Back in the sewers, Spider-Man continues his search, when he hears someone following him from behind. Climbing up into the pipes, he quickly spots Billy and asks him what he is doing in the sewers where it is dangerous. Billy explains that he is furious that his father cut him, that he could have killed both Billy and his mother had Spider-Man not interfered. While the wall-crawler can understand, he tells Billy to go home to his mother, so she doesn't have to worry about something happening to him. Spider-Man assures Billy that he will bring his father home safe and takes off. This has done little to convince Billy, as he doesn't want his father back the way he is and, pulling the knife out of the waistband of his pants, pulls out the knife he brought from home. Up ahead, Spider-Man follows the signal all the way to a lab he recognizes as the one built by Doctor Octopus in the maintenance tunnels beneath the Daily Bugle.  Looking around, his spider-sense warns him that a self-destruct system has been rigged into the power control computer. Should the full power be activated it would trigger an explosion that will destroy the entire lab.  That's when the Lizard enters the room. Assuring Spider-Man that Connors is back in control, he apologizes for attacking the hero earlier and asks him not to interfere with his experiments. He explains that he survived their last encounter because of the magic used to control him. They somehow caused his body to randomly switch between warm and cold blood, thus surviving his apparent watery grave. Lost in the sewers and confused, the Lizard eventually found the lab abandoned by Doctor Octopus. With his human persona struggling for dominance, he discovered the equipment needed to potentially cure or control his transformations. However, he needed some of Billy's DNA in order to do it. Hearing this plan, Spider-Man tells the Lizard that to run this experiment will risk killing himself. Before he can explain the self-destruct mechanism, the Lizard loses his temper and attacks. He slams the wall-crawler through the wall, pushing them both out into the sewers. There, the web-slinger finds himself on the defensive as he doesn't want to hurt Curt Connors. Ultimately, the Lizard causes a cave in that pins Spider-Man to the ground. As Connors' mind reasserts itself, Spider-Man tries to warn him about the self-destruct sequence, but the Lizard refuses to listen to him. As the Lizard slips back into the lab, Spider-Man tries to free himself, but can't get enough leverage.  At that moment, in Queens, Aunt May answers the door and is greeted by Richard and Mary Parker. This comes as a shock to her as she thought they were dead and faints.  Back in the sewers, Spider-Man continues to struggle to get free. He briefly considers leaving Curt Connors to his fate, but then remembers how his own inaction led to the death of his Uncle Ben, and reminds himself that he vowed never to let that happen again.  The wall-crawler tries one more time to get free, and this time manages to push all the rubble off of him.  Unfortunately, by the time Spider-Man re-enters the lab, the Lizard has already activated the machine, triggering the self-destruct sequence. Unable to shut it off, the wall-crawler fears that smashing the device might set it off sooner. Quick thinking, Spider-Man deduces that a sensor on the device triggers the self-destruct by sending a signal. Hoping his spider-tracers could disrupt that signal, the hero attaches one to a web-line and runs it down into the machine. Although Spider-Man is stunned by the jolt of electricity, his gambit works and the bomb does not go off.  That's when Billy enters the room, intent on killing his father in order to spare his family more misery caused by the Lizard. Spider-Man tries to tell the boy to stop, but is still too weak to move. However, when Curt Connors, human once more, turns to face his son, Billy loses his nerve. Curt explains that he has finally managed to repress his Lizard persona, and although he has to pay for the crimes he committed as the Lizard he assures Billy that he is back to normal and they can someday be a family again. Happy, Billy bursts into tears and runs to hug his father. When Spider-Man returns home to his apartment in Soho, Mary Jane is waiting for him. She explains that his Aunt May had called and was upset about something big. Not knowing what it is, Peter quickly changes out of his costume and he and Mary Jane take a cab to Queens. When they arrive at May's house, they see no outward signs of danger. Inside, May tells Peter that there are some guests here to see them and introduces him to Richard and Mary Parker... His parents. THE SAGA OF SPIDEY'S PARENTS HOW I CREATED SPIDER-MAN It's 10:30 pm at the Daily Bugle offices, which are now empty except for the office of J. Jonah Jameson. Jameson is taking the time to continue the dictation of his memoirs, his current chapter is about how he apparently created Spider-Man.  He starts by outlining what he knows about the wall-crawler and using it to make presumptions about what he is like under the mask. Although Jameson is correct in assuming that the hero started his crime-fighting career when he was a teenager, he incorrectly believes that the wall-crawler was a ladies man and the envy of his peers. He is also incorrect about Spider-Man being a juvenile delinquent that caused problems for his family. Although Jameson knows that Spider-Man has a background in science, he still doesn't know how the vigilante got his powers. He suggests that perhaps Spider-Man may have gotten his powers from aliens or was born a mutant or lastly, not to mention most accurately, bitten by a "super-spider". However, he quickly dismisses his last theory as being too bizarre. He suspects that when Spider-Man first got his powers, he felt like a god and reveled in his newfound power, unaware that the exact opposite was true.   It's from here, Jameson forms his opinions on some of the earliest known facts about Spider-Man that he was able to dig up from the Daily Bugle's archives. He recounts how Spider-Man first appeared as the "Masked Marvel" offering to accept a challenge to last in the ring with Crusher Hogan. Jonah is of the opinion that Spider-Man did this to humiliate an athlete and score the television deal he got soon after. Then thinking about how Spider-Man either stole or bought his web shooters and costume, started "bouncing around" on television. Jameson's hatred in Spider-Man appears justified when he recalls reports about how Spider-Man allowed a burglar to get away after one of his television appearances. But something happened that changed the wall-crawler shortly thereafter. Jameson doesn't know what, not knowing that the same burglar went on to kill Peter Parker's Uncle Ben and brought the burglar to justice. Not making the connection between Peter Parker and Spider-Man, Jameson recalls how it was then that he decided that Spider-Man was a menace and used the Daily Bugle to crusade against him. Jonah ends his recording by saying his negative editorials ended up getting Spider-Man blacklisted from the entertainment industry.  Jonah concludes his recording for the day to spend the rest of the evening with his wife Marla. As they head home, Spider-Man swings past the Daily Bugle building. I REMEMBER GWEN Mary Jane is at home waiting for her husband to come home from a night out as Spider-Man, fearing that tonight could be the night he doesn't come home at all. In moments where she worries about the mortality of herself and her loved ones, her mind always turns to Peter's first true love, Gwen Stacy. She thinks back to the days when Peter and Gwen used to date. How, at a party one evening, Flash Thompson noticed how great the couple looked together. Dating Harry Osborn at the time, Mary Jane pretended not to be jealous and took Harry onto the dance floor. That's when Gwen's father, George Stacy, arrived with pizza for everybody. Things seemed so normal back then, but Mary Jane remembers how things changed so quickly the very next day.   Doctor Octopus was on the loose and Peter went out to stop him as Spider-Man. During their fight on a rooftop, one of Doctor Octopus' tentacles smashed through a chimney sending debris falling to the street below. Seeing a young boy standing directly below the falling brickwork, George Stacy pushed the child to safety, getting hit by the debris in the process. Spider-Man pulled George out of the rubble, but it was too late, he was dying. Revealing that he knew Spider-Man was really Peter Parker, George's dying words were to ask Peter to look after Gwen now that he was gone.  During the funeral, Peter tried to be there for Gwen but she was too filled with grief to even notice him.  Later, when Gwen blamed Spider-Man for her father's death, Peter tried to get her to believe that the wall-crawler wasn't at fault. However, Gwen wouldn't listen and when she finally had enough she decided she didn't want to see Peter anymore and stormed out on him.   Mary Jane then remembers how, when given the opportunity to swoop in and take Peter for herself, she talked Gwen into making up with him. Seeing how Gwen and Peter were when they were back together, it felt good even though she thought it was a foolish thing to do at the time. However, that happiness didn't end. Mary Jane remembers how Gwen was murdered by the Green Goblin.  Mary Jane remembers how she was there for Peter as a friend, to put all the pieces back together after.  This recollection brings her to tears, and Mary Jane quickly puts her photo album away and tries to compose herself. However, when Peter comes in through the skylight moments later, Mary Jane is so happy to see him she runs to his side and hugs him. When Peter asks her what this is all about, Mary Jane explains that she wants to cherish every moment they have together. A FRIEND IN NEED Working on a construction site, Hobie Brown notices that one of his co-workers, William Thorpe, is brushing everyone off. When he asks what's the matter, he learns that Thorpe is worried about his wife, who is very sick. Brown can't bring himself to be sympathetic since he putting on that sort of attitude. Later in the workday, Hobie is hauling a load in a wheelbarrow. Passing by a ventilation duct, he overhears some men talking about sabotaging the construction site. Unfortunately, the ductwork has distorted the voices so much, he can't recognize who is talking.   Hours later, Hobie returns home and catches his wife on her way out to the office. Hobie is upset that she is working another late evening, but she tells him it is necessary and says she will be home around midnight. Since he has nothing else to do that evening, Hobie decides to change into the Prowler and keep an eye on the construction site. That evening some men arrive to sabotage the site and spot Thorpe still sitting on the scaffolding and decide to eliminate him. However, before they can harm the troubled worker, the Prowler swoops in and stops them. As the Prowler fights off the thugs, he wonders why William isn't budging from his spot. Just as the Prowler finishes incapacitating the gang, he watches as William stands up and tries to leap off the side of the building.   Swooping out to catch his co-worker, the Prowler catches him in the nick of time. Hearing Thorpe blames himself for his troubles, the Prowler is distracted long enough for the leader of the gang to get up and hit the hero from behind with a hammer. Before the Prowler can fall over the side of the building, William grabs him and pulls him to safety. As the gang leader flees, the Prowler manages to blast him into unconsciousness. In the aftermath of the battle, the Prowler asks why William was willing to jump off the building. Thorpe explains that he and his wife had grown apart over the years and before they could reconcile she became very sick and she died. Thorpe always thought there would be time for them to enjoy their lives together after they retired, but realized too late that he should have cherished every moment they had together.   Taking this to heart, Hobie Brown is home when his wife returns from the office and he decides to take her out on a night on the town. SPIDER-MAN: THE FIRST THIRTY YEARS

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