EDITOR'S NOTE: This story may contain scenes of graphic violence and sexual situations. It is recommended for mature readers.

Long Island

Over 200 hundred years ago, this island was bought by the Dutch from the local Native Americans for a mere twenty-four dollars. The British later annexed the land, and their colonists declared independence, and possession of the land. Now, it's home to America's rich and elite. Norman Osborn, CEO and founder of Oscorp, is one such person.

Oscorp has been in existence for some 20 years, providing technological and surgical insights for the world. Now, cancer is at the top of Oscorp's list. It's a lingering degenerative condition we haven't been able to cure for ages. Osborn's scientists have been working around the clock...now they're one step closer to a cure. The drug has been code-named...

"...Venom," Osborn says with a smile, talking into his cell phone. "My boys have put it to the test with hundreds of lab mice who had cancer, and eight out of ten survived the procedure, and got rid of the cancer! Yes...well....what do you mean 'what kind of cancer'? They had everything, they were hand-picked -- yes, all we need is human test subjects..."

Osborn walks back into his den from the balcony over looking the Atlantic Ocean. "You're not listening to me, Bob. This could really be the cure here, and Oscorp would take all the credit. We've advanced the testing phase to chimps now, so we'll have to see just how good this shit really is for our gene pool. Ugh, Bob! Listen! It cures any kind of cancer! Open your fucking ears!"

Osborn goes up to his mahogany desk and sits in the plush chair, "Where did we get the name Venom? Well, the enzymes we needed to dissolve cancerous cells came from spider's venom. I -- I don't know what kind of spider, take your fucking pick, Bob! The consumers won't give a fuck, I don't give a fuck, and neither should you! A cure for cancer is big. No more painful chemotherapy, no more useless medication, just a simple serum you get after a visit to your doctor. Think of the money, more importantly, the recognition."

{"I'm sorry, Norman, but the FDA would never approve of human guinea pigs. Try to understand...yes, I know a cure for cancer is big-time money, but you need to relax a little. Take your time with this. They didn't cure Polio in a day,"} Bob says.

"FDR would have been mighty generous, I'm sure. Bob, everyone probably has cancer whether it's from inherited genes, microwaves, television, or ultraviolet rays."

{"Yes, but in some cases, it causes mutations. Not everyone dies from a little radiation. There's always that small chance they'll survive."}

"What the FUCK are you talking about?!"

{"Ever hear of mutants or superhumans?"}

"Who the fuck cares!? Fuck 'em! Put 'em on an island and nuke the son of a bitch!" Norman yells. "If God made them into circus freaks, they deserve a circus life. I'm talking about fucking normal people with fucking cancer, alright?"

{"I'm sorry, Norman. The answer is no."}

Norman suddenly feels a vein bulge out of his forehead as he hears the dial tone. I'll get human trials....one way or another.....

Queens, New York

Welcome to the Parker residence. Their humble abode stands in a serene New York neighborhood, something rare these days. It's Thursday night, and that means family TV time. Tonight's special: Friends. Ben and May Parker, each in their early fifties, sit on the side of the couch, with their nephew, Peter, in the middle.

Peter is a college student, majoring in biology at the local Empire State University. Peter doesn't have many friends...none, in actuality. Others jealous of his intelligence felt too intimidated to even be his friend in high school. That carried on into college as well. While the students were going to drinking parties, Peter was studying the lizards of Madagascar.

Peter adjusts his glasses as his Uncle Ben laughs. "What's the matter, Peter? Didn't you think that fall Chandler just took was funny?" Ben asks.

"Oh...sorry, Uncle Ben...guess I just didn't notice it," Peter responds somberly.

"Honestly, I think the boy's gone into a depression," May blurts out. "Are you on the crack, Peter?"

"No," Peter says.

"May, be realistic. Peter's just tired from all his hard work at school, aren't you?" Ben asks. "Well, and it's the summer. You probably want to have fun with all your new college buddies, right?"

"Right," Peter says sarcastically.

"Well, Anna Watson called me last week, saying Mary Jane was home from her modeling college...or whatever nonsense she's into," May says.

"I remember Mary Jane," Ben says with a smile, elbowing Peter in the side. "Remember her, Peter?" Ben makes a fake cat sound.

Peter rolls his eyes, "Yeah, I remember, Uncle Ben. Can I go to my room now? I'm not feeling good about watching Must See TV tonight..."

"But you'll miss Will and Grace," May chimes in.

Peter resists the urge to punch his poor aunt in the face, sighs heavily, and walks to his upstairs bedroom. He slams the door on accident. He opens it back up, "Sorry, I'm not mad."

Ben snickers, "You're treating him like a baby. He's 20 now, in one more year, he'll be able to get drunk off his ass."

"How to I treat him like a baby?" May asks, offended.

"Well, for starters, you call him a boy," Ben says.

"So? He is a boy," May declares.

"Not anymore, May. He's a man...maybe not the happiest one...but he's all grown up now. You'll have to realize that soon."

"It isn't my fault your brother and his bimbo wife had to go and orphan poor Peter," May yells, crossing her arms.

Ben grumbles and turns towards the television, "Shut up, dear. Our former jobs weren't exactly safe, either..."

"But they were international spies..."

"Just. Shut. Up."

May sighs, "Fine. Oh look! Monica slipped on the floor! Where do they get that comedy?"

Suddenly, there is a knock at the door. "I thought I fixed that damned door bell?" Ben wonders aloud.

Before Ben can go see who's at the door, the said door is kicked down. May screams. About ten men in suits, brandishing guns, enter the small residence. One man speaks, "Mr. Fisk requests yer presence, Mr. and Mrs. Parker. Somethin' about rekindlin' yer business relationship."

Both Ben and May hang their heads. Ben shakes his head, "Oh God...not here...not now!"

"What does the boss want?" May asks.

"Just a covert operation he wants handled by two of his best," the man says with a smirk.

Peter's bedroom door creaks open, "Uncle Ben? Aunt May? I heard a scream, is everything alri--AHHHH!!!!" Peter accidentally tripped down the stairs. When Peter opens his eyes he sees a scene better suited for a gangster flick. "What's going on? Just give him the money, Uncle Ben!"

Ben just unexpectedly laughs, as do all of the lynch men. May helps Peter to his feet. "What's going on?" Peter asks.

The head man answers, "Your aunt and uncle can explain on the ride over to Mr. Fisk's office."

"Fisk? As in Wilson Fisk?" Peter asks. "The guy who owns the company that created holographic television?! WOW!" Peter hugs Ben and May. "Is this an early birthday present or something?"

Ben gives Peter a "please don't" look. Peter's heart sinks. "We'll explain on the way, Peter," Ben says.

"Should I take--"

"No, leave your stuff...just come with us," May says.

Peter could always trust his aunt and uncle, but tonight, he's not sure what exactly is going on...or if he's sure he wants to know...

Later...

Peter moves his body against the sticky black leather of the limo he's sitting in, across from his surrogate parents. He's very uncomfortable. "What's your story?" he asks.

Ben sighs, "Where do I begin?"

"Up until my parents died," Peter says sternly. "I want to know everything."

Ben nods. "Okay, Peter...your aunt and I...we...we used to be Wilson Fisk's aides. We sort of...furthered his assets. You see, Wilson Fisk may be a successful monopolizer to the public, but he's really the Kingpin, the world's most powerful crimelord. I don't really want to tell you what we did under Fisk, but it was illegal. We managed to persuade Fisk to resign us from his service so that we could raise you clean."

Peter feels his cheeks burn, "You...you and Aunt May were...criminals?"

Ben laughs, "No, Peter. We were never caught."

Peter conjures the courage to say, "That doesn't make it right..."

"No. No it doesn't," May says.

"Then turn yourselves in, for your own good!" Peter pleads. "Don't let Fisk take control of your life like this!"

"It's not that easy, Peter. If we turned ourselves in, we'd suddenly be dead from an accidental drug overdose," Ben explains offhandedly. "You can't just turn your back on the Kingpin."

"You see, Peter, we agreed to be on reserve for Fisk...after you had graduated college," May explains. "But apparently, Fisk wants us now. There's nothing we can do, Peter."

Peter would have started crying like a baby if it were a few years ago. Instead, he fusses up to it. "Why am I being dragged into this? I have a life...I mean...college...and the whole thing..."

"Don't worry, Peter. You'll just have to take a loyalty oath that you'll never give out information about the Kingpin," Ben says reassuringly.

Peter adjusts his glasses. He sighs, tapping his foot. "Fine."

As the limo comes to a halt, Peter realizes for the first time that the windows are tinted...from the inside. He has no idea where he is. As the door opens for the Parkers to get out, there is nothing but darkness.

"This is your stop," a gruffy voice says.

As Ben exits first, May grabs Peter's arm gently, "Come on, Peter."

"You all are surprisingly calm for this kind of situation," Peter points out.

"Oh, you mean the whole old lady act?" May asks with a smile. "I'm actually pretty 'cool' once you get to know me."

Peter almost chokes on his saliva. "Jesus..." Who are they? Peter exits the limo, bumping his head, "Sonofa!"

He can't see a thing, not even his aunt or uncle. He ponders if he should call out to them, but he figures he shouldn't. He doesn't want to sound like a weenie in front of the gangsters. Finally, there is a rush of light as an old metal door creaks open. Peter notices that there is a card-swipe feature on the side. Wilson Fisk definitely took advantage of his profits.

Peter is guided down a long corridor, leading directly to an elevator. Peter is nudged into it; Ben and May are already inside. Ben grabs Peter by the shoulders, reassuring him. As the elevator doors close, Peter notices both Ben and May have concealed weapons in their hands. Ben activates the safety on his gun and puts it in his pants. May puts hers away as well. Nothing is as chilling as seeing your parents with a weapon.

As the doors open again, Ben and May exit first, with Peter following. Peter examines the huge office. Dimly lighted, Peter can barely spot Wilson Fisk sitting at his desk. "Ah, how nice to see you again, Mr. and Mrs. Ungar."

"No need for the aliases tonight, Mr. Fisk," Ben says with a laugh.

Peter is impressed with his uncle. He knew Ben was a smooth talker, but not on this level.

The Kingpin stands up, revealing a silhouette made for a sumo warrior. He walks up to Ben and shakes his hand. "How've you been, Benjamin?"

"Good. How's the business going?"

"It's been better," Fisk sighs. He looks to his side. "Is this Peter?"

"Why yes, sir. He's majoring in biology at Empire State," May says with pride.

Fisk holds out his hand. Peter notices a large gold ring on his finger. "N-nice to meet you, Mr. Fisk," Peter says nervously, shaking hands with the devil.

Fisk smiles, "What's the matter with you, boy? Here, I'll get you a soda. Which would you prefer?"

Peter sighs in relief. He's one of the "nice" crimelords. His aunt and uncle must really be his best employees. "Um...a Coke would be great."

Fisk nods, "Coke it is, my friend." He walks up to his desk, pressing a button on his telephone, "I'll need a Coca-Cola for Mr. Pedro Ungar here. Thank you."

{"Right away, sir."}

"Um...my name's--" Peter begins.

"I know, it's for your own safety. Right now, Peter Parker doesn't exist," Fisk says.

A door opens, and a butler with a silver platter delivers a Coke bottle to Peter's hand. The butler even takes out a bottle-opener and pops the cap off. "Gracias," Peter says, trying to stay in character for "Pedro".

"My pleasure, sir," the butler says, exiting the office.

Kingpin motions for the three to sit in the designated chairs in front of his desk. The Parker family sits down. "Now, you two are my best agents. Norman Osborn has developed a new drug code-named Venom. It can apparently cure cancer, or any ailment for that matter. I need a sample of the drug so my scientists can study it. And then, I want you to burn the place to destroy the records. Are you up to it?"

"Yes, sir. What about Peter?" Ben asks.

"He's going with you," Fisk says.

"He most certainly is not!" May protests. "Way too dangerous for a...twenty year old. He's got a future ahead of him."

"Let's put this another way, if Peter goes with you, I'll pay for the rest of his tuition for his Bachelor's and Master's degree," Fisk says. "And if he doesn't go...well...he can flip burgers for the rest of his life."

Ben doesn't hesitate, "Deal."

"WHAT? Uncle Ben, come on, what if we get caught?" Peter pleads.

"Never have, never will, Pedro," Ben says. "Come on. Stick behind your aunt and I and you'll be fine...and you'll get a full education out of it."

Peter knows in his soul that this is wrong...still...it's nice to have some good come out of this...

Outside Oscorp. Manhattan, New York. 3:15 AM.

Ben, May, and Peter exit the black limo that took them to Fisk's hidden office stealthily as the limo speeds away. They're all dressed in skintight black attire. "Ninja" ware. They were dropped off towards the back entrance. They approach a steel-cage fence with barbed wire on the top. Peter takes note of the sign that reads: WARNING, ELECTRIC FENCE.

"How--?" Peter was about to ask, but May shoves her hand over his mouth.

Ben is already fiddling with a control panel located on the fence. He flicks a switch, causing some sparks to fly. "Alright," he whispers. "All we have to do is climb the fence, then crawl on our stomachs to avoid the laser-security system, then pick the locks to the back door. And it's all candy from there. Think you can handle it, Peter?"

"I-I wasn't very good at phiz-ed," Peter says nervously.

May takes a running start and skillfully scales the fence, landing safely on the other side. She begins crawling on her stomach. Peter can see the various laser beams crisscrossing the large grassy area separating the fence from the Oscorp building from all the mist in the air.

"Come on, if that woman can do it, you can," Ben says.

"But the barbed wire--AH!" Peter says as he's thrown over by his uncle, who immediately climbs the fence, falling beside him.

"Start crawling," Ben grunts.

"I hate crawling," Peter groans.

"Well, get used to it," Ben says.

Peter crawls his heart out, making sure that Ben and May were in sight. He doesn't look up, he keeps his eyes on the ground. After awhile, Ben pulls Peter up. They start running towards the back door, of which May has already opened. Ben rips the security panel on the door out, pressing a few buttons.

"Alright Peter, not to worry anymore," Ben says.

"What?" Peter says.

"Wilson Fisk isn't our real employer, Norman Osborn is. We've been spies for Osborn for years," May explains. "We've been trying to take down Fisk's empire from within."

"That's why I pressed in our clearance code," Ben says. "Don't worry, Peter, you're in good hands."

"What if Fisk finds out you've been snitching on him?" Peter asks.

"You'll die," a voice from the shadows says grimly.

"PETER, GET DOWN!" Ben yells.

But it was too late, five rounds were discharged, most of them hit Ben Parker, some hit Peter.

May shrieks as she fires retaliatory shots at the gunman, downing him in four seconds. An alarm goes off, and about thirty security officials are on the scene. They are horrified by the corpse of Ben Parker, but are disheartened by the image of May cradling her dying nephew, Peter.

"Help him...," May whimpers. "Please help....."

Norman Osborn is on the scene shortly, yelling, "What the FUCK happened here?"

A security official explains, "It was Honduras. He fired upon the Parkers. He was probably a double agent for Fisk, sir. I'm assuming he knows about the Parkers spying on him for you."

"Son of a bitch...," Norman grumbles as he sees the body of Ben Parker. He can't even recognize the face. Then the cries of May Parker get his attention. He rushes over to her, "May? What--oh God...," he breathes.

May tries to speak in-between gasps, "He made Peter come along...*sniff* help him, Norman....please...?"

A broad smile suddenly comes across Norman's face. "With your permission, May...I'd like to test the capabilities of Venom on young Peter..."

Peter has no idea where he is. His insides are cold, but his outside is burning from all the blood. There's only one thing on his mind. He doesn't even care about his own condition. UNCLE BEN!!!!

NEXT ISSUE: Peter is injected with the wonder-drug Venom! But will the drug work? Or will Peter die along with his uncle? One thing is for sure, Osborn won't like the outcome.