[ One Hour Ago… ]

It has been suggested in numerous scientific studies that a human being’s instinctive aversion to certain stimuli – for example, a fear of snakes or spiders – is a hereditary impulse that has persisted throughout the evolutionary process, and which harks back to an age when early hominids struggled for survival in a world dominated by gigantic reptiles and highly poisonous, predatory insects and arachnids. This is as good a theory as any other, although whether anyone will ever be able to pinpoint the truth of the matter is another debate entirely. That’s the thing about theoretical study: it’s just a fancy name for guesswork. And, with all due respect to Darwin, the physiological nature of mankind remains a source of mystery…

There was a plaque screwed to the wall next to the laboratory door, the kind with a cheap plastic name-strip that could be slid out and discarded and then replaced without fuss. The current name, scrawled in black marker pen on white, read Dr. C. Connors. An eerie glow, fluorescent amber, spilled out from beneath the door. It was the only light visible in the otherwise darkened corridor, which was understandable; at this hour, all the other scientists-in-residence at Foundation Pharmaceuticals had long since retired for the night. Connors was well-known for burning the midnight oil, however. Again, understandable. It wasn’t like there was anything to go home for, after all.

The air in the lab was stuffy, the inevitable product of a room with small windows sweltering in the heat of a New York summer. It also smelled unpleasantly of chemicals. From outside there drifted the relentless pulse of sirens – somewhere in the city there was always a siren – mixed with the drone of traffic. Connors stood at one of the windows, tall and slender, wrapped in a shapeless white lab coat. Listening, perhaps. It seemed incongruous that in this world of violence and cruelty, of drug-addicts and drunk drivers and rapists and murderers and terrorists, that mankind still had room in their fevered brains to fear other creatures. There were no more dinosaurs, after all. Man himself was the predator now, top of the food chain, so close to exhausting his potential prey having hunted so many other species to extinction that he increasingly turned his brutality upon himself. There could surely be no comparable danger in, say, a harmless lizard. The age of the reptiles had passed.

So why the trembling hand…?

The cylinder attached to the vaccination gun was transparent, revealing the dark green liquid that was contained within. The serum. The culmination of so much hard work, so much faith, so much hope. Perfect? Experimental. It was untested in every sense that mattered. But Connors believed. Reckless with arrogance and bourbon, Connors believed. It had to be tonight. Tests would take weeks, months, years… all that wasted time, after having already waited so long. The alcohol burned, in gut and in mind. So many conflicting thoughts: snapping jaws, the blood, the screaming, a pair of pinhole eyes, the blood tests, the data, the delight and the despair – and, beyond it all, the face of one young man. Pleasant if a little goofy, mixed race Jamaican and Caucasian, black hair in tight cornrows, large, chestnut eyes, an easy but nervous smile…

Ash Kennedy. Little more than a boy, but he had made all this possible.

Connors breathed deeply, then smiled. Pressed the nozzle of the vaccination gun to the bare, withered flesh of a ruined shoulder. It was time.

An unsteady finger pressed down on the release…

…and, in the few minutes that followed, everything changed.

[ Now… ]

“Ohmygod, ohmygod, this is insane. Isn’t it? Why, yes it is. This is, in actual fact, the most insane-est thing ever, and let’s face it, I do insane a lot. Jumping off tall buildings and trusting to luck that the totally disgusting and unnatural web nastiness that comes out of my wrists doesn’t run out or break? Insane. Putting on a black and red costume and making out like Bruce Lee with hyperactivity disorder? In-sane. Leaping into action whenever I’m unlucky enough to run into a freak with a copper pumpkin on his head or telescopic fingers – which, can I just remind myself here, is now all the freaking time? Insane deluxe, with fries and a coke. But this? This? Well…”

Ash Kennedy, otherwise known as the sensational Spider-Man, finally paused for breath as he stared glumly along the length of the subterranean tunnel that stretched away before him. This New York City subway route, a half-mile section of track located beneath Seventh Avenue South between the Christopher St and Houston St stations, was currently undergoing maintenance work, hence the makeshift lighting rigged about the walls, trailing spools of black cabling. The track was now deserted however, the incumbent work crews having been evacuated from the area. This, the wall-crawler mused, was a good thing; at least he didn’t have to worry about any innocent bystanders getting hurt in the immediate future. Of course, he was therefore going to die alone down here, and what little remained of his body would go forever undiscovered, but, hey. If a guy was going to dress up in a funky bodysuit and mask and act the goofball hero then what else could he expect but a thoroughly miserable fate?

“Insane,” the webslinger sighed once more, his voice sounding terribly small in the echoing gloom. “Did I mention that this was insane? Because tracking a homicidal, cannibalistic maniac down into the depths of the earth in the vague hope that the woman he kidnapped is still alive is definitely, definitely ins - ”

Ssskritch.

Spider-Man heard the sound of the creature’s approach behind him – the hissing scrape of sharp talons and a scaly underbelly slithering across brick – and whirled in surprise… but it was too late. A dark green claw lashed out from nowhere, gashing him across the right shoulder and spinning him around with the momentum of the blow. The hero cried out as he rebounded off a wall, grabbing at his upper arm. His costume, a hardwearing engineering marvel developed by the company OsCorp, had protected him; if he’d been wearing nothing more than simple cloth then the beast’s strike would have likely severed his entire limb. As it was, the pain was still excruciating but, at least, not indicative of a fatal wound.

“Lucky me,” he moaned. “I’m still alive – for all of ten more seconds.”

Shaking, Spider-Man staggered backwards, glancing in all directions. There was no sign of his attacker, which was impossible for two reasons. Firstly, whilst the paltry maintenance lighting was sporadic, casting eerie shadows about the walls and the arched roof high overhead, it still should have been sufficient to illuminate his adversary; and, secondly, ever since Ash had been bitten by a newly discovered species of spider he had possessed an uncanny, preternaturally enhanced sixth sense that identified impending danger. Unfortunately this early-warning radar – this spider-sense – had apparently decided to give up the ghost right when he needed it most. Which summed up his miserable luck in a nutshell, to be -

Ssskritch!

Ash’s face paled beneath his mask. Dammit! Where was it? He could hear it, but he couldn’t…

Suddenly he couldn’t stop trembling, and his heart was racing in his throat. What was he doing? Seriously, what was he doing? It was all very well hiding his apprehension beneath an endless rush of nervous chatter but now his mouth was dry and his courage was failing. This was too much. All of it. He’d been Spider-Man for no more than a week and, engaging in conflict with macabre adversaries called The Jack O’Lantern and The Beetle, he’d already come to rely on his spider-sense to the extent that he’d believed himself invulnerable – but it wasn’t true. He was going to die down here. He was going to –

Ssskritchssskritchssskritchssskr –

Surrendering to his panic, Spider-Man spun once more towards that awful sound – and this time saw the creature whose trail he had followed down into the subway, materializing from thin air before his disbelieving eyes. And here was the thing: Jack O’Lantern and The Beetle? Fruitcakes in costumes, just like him. But this? This was no costume…

The creature was some manner of gigantic lizard, although one whose body was somehow warped into an approximation of humanoid form; snarling, drooling, with squat hind legs and elongated arms and a narrow tail coiled into a spiral, it clung to the tunnel wall in much the same way as Spider-Man himself could defy gravity. Its head was large and hideously misshapen, dominated by a pair of bizarre eyes and a wide jaw crammed with needle-stick teeth. Its skin was a leathery sheath of freckled green-black scales, gleaming in the half-light, and its neck was decorated with a flared crest of membrane webbed between spikes of bone. A remarkably long black tongue flickered about its fangs. Those strange eyes – the upper and lower eyelids joined almost entirely, leaving only a raised pinhole of black pupil – were actually rather distinctive, enough for Spider-Man to experience a flicker of recognition… and then, numbly, understanding.

In that moment he realised what the creature was. And, with a flash of lateral thinking, he also realised who it was.

Which was appalling. Because that meant that this nightmare was all his fault…

[ Two Weeks Ago… ]

A summery Sunday morning in the park, a beautiful girl… and then a man in a mask, automatic gunfire, and an old man’s body riddled with bullets. Ash Kennedy saw those images every time he closed his eyes, over and over. He forced himself to stare down at the table in front of him, following the pattern of the tri-coloured chequered squares in the aged Formica. It helped, a little. But the old man kept on dying on the edge of his consciousness, and the girl, his daughter, she just kept on crying and hitting him and telling him that he was a killer. It was -

“Are you listening to me?”

Ash sighed and glanced up. Peter Parker rolled his eyes.

“You’re not listening to me,” he muttered. “Quelle surprise…”

Ash looked guilty. “Okay, okay… sorry. Maybe if you explained this to me in words I might actually have heard before…?”

The two men were sitting across from one another in a booth at the Coffee Bean, a café-diner on West 21^st St some four blocks from Peter’s Chelsea tenement, eating breakfast. This was becoming a familiar scene, so much so that the waitress who usually served them not only spoke to them by name but had also, that morning, mentioned how she was a liberal minded gal, completely open minded, each to his own, and that the only thing that mattered in a relationship was that two people loved and respected one another. Peter had stared at her blankly. Ash had buried his face in his hands and had quietly suggested once the waitress had departed with their order that it was time to find a new eatery.

“Right,” Peter said, pontificating with a fork. “So, the digest version of what I’m trying to tell you? Spiders don’t possess any form of sixth sense. There’s nothing preternatural about the way they move or respond to the presence of another predator, it’s simply that, in general, they’re incredibly fast and agile and are also proactive in the sense that they tend to react purely on instinct. Humans, with their overly developed cognitive responses to stimuli and their more awkward size and weight distribution, are therefore hesitant and cumbersome in comparison. Whatever metamorphosis you’ve undergone has not only altered you in a physical sense but also seems to have re-awakened a primal intuition – the ability to trust wholly in instinct, over-riding thousands of years of genetic evolution. Your spadar is - ”

“Wait. My what?”

“Spadar.” Peter sipped at his coffee, no longer making eye contact. “I, uh… I just made that up. It’s a contraction of spider and radar.”

“Spadar?”

“Spadar.”

“Like the guy who was in Secretary?”

“No, that’s Spader.”

“Whatever. I think we should call it spider-sense.”

Peter looked downcast. “You don’t like spadar?”

“If think if you refer to it as spadar again I’m going to have to give in to your pleading for me to take you web-swinging just so I can drop you.”

“Really? I spent, like, two hours last night coming up with that.”

“Didn’t you say you just made it up?”

“Well… I didn’t want you to think that I was odd or something…”

Ash stared at his friend as he chewed a piece of bagel. “Heaven forbid,” he said, slowly. “So, about my spider-sense?”

“Yeah. Well, what spiders are able to do is to detect the slightest vibration in their webs, so they know if they’ve caught an insect. My theory is this: what if you can intuitively perceive emanations in a localised environment, as if you’re at the focal point of some kind of psychic web?”

“Psychic?”

“I know, I know, it’s late-night movie territory.” Peter prodded a waffle with his fork. “Listen, I’m a scientist; I don’t believe in magic or science fiction any more than you do. But no-one really understands the capabilities of the brain, even more so than the body. I mean, you’ve heard it said that we typically only utilise a percentile of our mind’s potential, right? It’s not beyond the realms of possibility that your instinct has developed to such a level that you can subconsciously detect miniscule alterations in your environment – sudden movements, sounds, air temperature, the acceleration of a human heartbeat – as if you were positioned at the centre of a metaphorical web, and that your brain can automatically filter out the useless or benign information so that you’re only left with crucial data.”

“Like in the park, when I saw those two guys and knew they were up to something?”

“Exactly. Or like this.”

Without warning, Peter stabbed down with his fork, directing the prongs at the back of Ash’s hand where it was resting on the table. Ash snatched his hand away with a yelp and grabbed Peter’s wrist and twisted it so that the fork popped out of his grip – all in one movement and all before the fork had even come close to spearing him.

“What the hell?” Ash snapped. “You - ”

Peter pulled his hand away, wincing as he rubbed his wrist. “See? Split-second reactions, but there was something more there. I think you’d unconsciously gauged any tiny changes in my demeanour – body language, increased pulse, all of it – and had responded almost before I’d even started to move.”

“You tried to stab me!”

“It was a scientific experiment. I knew I wouldn’t get within ten inches before you - ”

“You tried to stab me because I didn’t like spadar!”

“Oh, stop it. What I’m trying to do is to get your mind off the guy who died…”

Ash lowered his gaze. “His name was Silvio Manfredi, and his daughter is Alicia. It was on the news.”

“It wasn’t your fault.”

“I know.”

“You saved the girl, and you found the gunman and left him webbed up for the police. You couldn’t have done any more. You saved the girl.”

“I know. Keep your voice down, will you? I mean, if we’re going to persist with this ridiculous secret identity thing, then - ”

“Can I have my fork back? My waffle’s getting cold.”

“I hope I’m not interrupting anything, gentlemen…?”

Ash and Peter both looked up at the sound of a feminine voice. There was a woman standing beside their booth, aged in her mid-forties and average height, dressed in a shapeless jacket, slacks and flat shoes, with short auburn hair and hazel eyes behind a pair of half-moon spectacles. Her aquiline features suggested she could look rather severe, but at the present time she was smiling with bemusement. Peter made a guilty sound and glanced at his watch.

“Oh no, oh no, oh no, I am so - ”

“You never were a good time-keeper, Mister Parker,” the woman said. “Would you like me to come back when you’ve finished your breakfast?”

Peter flushed. Ash smirked.

“Ash,” Peter mumbled, “this is Doctor Connors – Doctor Catharine Connors. Doctor Connors, my friend Ash Kennedy.”

Ash smiled and held out his right hand. “Hi there, Doctor Connors. I’m pleased to… uh…”

Now it was Ash’s turn to look embarrassed. The woman shook with her left hand rather than her right, then tapped at her shoulder where the right sleeve of her jacket hung loose. No right arm. “A disagreement with an alligator whilst on vacation in Florida,” she said. “Took the whole arm clean off with a single bite. I was ten years old. By the way, please, call me Catharine – it’s only ex-students like Mister Parker who insist on addressing me by title.”

Peter arched an eyebrow at Ash. “Trust me,” he said, wryly, “when you were late for class as often as I was you learned to be polite. Doctor Connors was a killer.”

“Still am, young man, still am,” Catharine Connors declared. “And I’m also a very busy lady. So, if one of you fine fellows would care to buy me a cup of coffee, I’d be interested to hear about this intriguing biological conundrum Mister Parker mentioned on the telephone to me yesterday evening…?”

[ Now… ]

Spider-Man breathed deeply, forcing himself to remain calm as the lizard creature began to circle him, scrutinising him with the eerie, pinhole eyes. His spider-sense was reacting crazily now, his brain sending and receiving frantic signals to every nerve ending in his body. He wanted to turn, to leap, to run. Primal intuition, just as Peter had hypothesised; survival instinct cranked up to ten. But, even if he could flee from this monster he faced – which certainly wasn’t a given, what if it was faster than him? – he knew that he had to stay, at least until he was sure that his grim suspicions regarding this scenario were true.

“Okay, listen,” the webslinger announced, gathering his courage. “I think there’s been some misunderstanding here. I’m with the alligators in the sewers preservation society. See the difference? Sewers? Subways? Easy mistake to make. So, I’ll just be on my way to file my report, and let me tell you, someone in head office is going to hauled over coals for this ridiculous admin error, and I personally guarantee - ”

“Insssect.”

Ash blinked beneath his mask, utterly stunned. “Um… hello? You can talk? As in, speak English?”

“Prattling… insssect.”

The creature exhaled its words in a sibilant hiss, its long, black tongue lashing at its teeth. Spider-Man cocked his head. “You know, I’m really going to have to trademark that, aren’t I? Maybe get a t-shirt printed. One that says Spiderz Rnt Insecz, Wr Arachnids, LOL maybe? No? I’m sure the kids’d just love it. Or maybe - ”

“I… eat… your insssect brainsss!”

“Really? Lovely. I mean, that’s a catchy phrase and all, and the boutiques would be beside themselves, and I hear insect brains are all the rage in Fiji, but… well. All a bit Resident Evil, isn’t it? Just one last thing before we settle down to dinner…”

Spider-Man drew himself up to his full height, which was nowhere near the size of his reptilian adversary but which made him feel a little better all the same. Just a little. “The woman,” he said, carefully. “Catharine Connors. You know that name? Catharine. Connors. Imagine my surprise when I showed up to meet… uh, that is, when I was passing by her office earlier tonight only to find the place a wreck, and to hear eyewitness statements saying that a fellow matching your description – of whom there likely aren’t that many, you know? – had caused the carnage and had then attacked and eaten two officers in a patrol vehicle upon their arrival at the scene. So, me being inclined to wedge my little red-and-black butt where it doesn’t belong, and also being insane – did I mention that I was insane? – would really like to know what’s happened to her…”

The lizard creature was momentarily silent, its pupils shining like tiny black beacons in the half-light. And then… it began to laugh. Harsh and deep and cruel.

“Connorsss… isss dead,” it hissed, flexing its claws and unfurling its tail. “Now… there isss only me.”

“Only you? And what would you be called, cuddles?”

“My name,” the creature snarled, “isss… The Chameleon!”

Spider-Man tensed, every part of him screaming that his enemy was preparing to leap – but then something else happened. The beast’s leathery skin began to shift and shimmer as if obscured by heat haze, the freckles upon its scales rapidly changing colour… and in the space of a heartbeat it began to dematerialise just as it had earlier appeared from thin air! Spider-Man gasped and blinked, his instincts going momentarily haywire – but then, inexplicably, lessening. And when the creature had vanished fully, so the wall-crawler’s spider-sense faded in turn.

The beast was still there in front of him, he knew that. He couldn’t see it, couldn’t smell it, couldn’t sense it, but it was there. He could only hear it. Hear the sound of its claws…

…ssskritchssskritchssskritch…

…and then, the invisible lizard creature – The Chameleon – attacked, and Spider-Man screamed.

[ Two Weeks Ago… ]

Ash stared at the lizard in the six-foot long glass case, and the lizard stared back. Pinhole eyes, a long, black tongue, and mottled green-black skin. A chameleon. Ash felt nauseous enough from the blood tests. Being silently inspected by a reptile wasn’t helping matters.

Catharine Connors worked out of a scientific establishment in Greenwich Village, just off Seventh Avenue, a former hospital converted into office and research labs mostly rented by pharmaceutical companies such as her particular employers, Foundation. Even though Ash had visited Doctor Connors on three occasions in as many days since being introduced to her at the Coffee Bean he remained thoroughly uncomfortable in this environment, and not just because of the evil-eyed chameleon; it was because the sterile, claustrophobic atmosphere of laboratories would forevermore now remind him of the incident at ESZI and being bitten by a spider that his nightmares painted larger and more vivid every time he fell asleep.

Ash had understandably refused to return to ESZI so that Peter could conduct tests, but they’d both agreed that wouldn’t have got them very far anyway. After all, Peter specialised in the study of arachnids, not people – what Ash needed was an expert in human biology, someone who would agree to examine him without baulking at what they discovered or betraying him to the medical science fraternity so that the rest of his life would be spent fearing analysis and dissection. Fortunately Peter had known just the person, one of his old college tutors, and Ash had to admit he liked Catharine a lot. He trusted her. He and Peter hadn’t told her everything of course; they’d spilled the beans about the spider biting him and that he’d since experienced strange physiological trauma, but they’d decided to keep their involvement in the recent events in Central Park a secret for now, along with the whole costumed Spider-Man nonsense. But for the first time since that day at ESZI Ash felt decidedly relaxed – nausea and ever-staring chameleon aside – and was convinced that his luck had turned.

He was wrong, of course. He just didn’t know it yet…

“No Peter tonight?” Doctor Connors murmured as she hunched over a microscope at a desk across from where Ash was sitting. She was wearing a white, knee-length lab coat, with the right sleeve hanging loose and empty at her side. Ash saw her reach up and squeeze at the stump of her shoulder every now and then, her left hand unusually tense and fidgety.

“His boss finally returned from vacation today,” said Ash. “Pete needs to explain the whole deal with the spider, and probably reassure him that I’m not going to sue the Institute or anyone connected to it. I don’t think he’s looking forward to it.”

“I’ve met Alistair Smythe. A fine arachnologist, although nowhere near as accomplished as his late father and never will be.”

“Nice guy?”

“Actually, I believe the popular term is asshole.”

Ash snorted. He watched Doctor Connors squeeze her shoulder again. “Are you feeling okay? I mean, we can do this another night. I remember you saying you were already working on a personal project and I’m starting to feel guilty about taking up so much of your time. I could - ”

Catharine raised her hand, still without turning around. “Hush,” she murmured. “My… project has been stalled for years – until now. Trust me, meeting you could be exactly what I needed.”

Ash felt himself tense involuntarily, his nerves guided by a tingling in the back of his skull. Spider-sense. Warning him of… what? “How so?” he asked, keeping the concern from his voice. Across the lab, Doctor Connors was silent for a second or two, then sighed and turned away from her microscope.

“Okay, Ash. Listen. I haven’t told Peter, but I… I didn’t exactly agree to do all this out of altruism. Don’t panic, I’m not setting you up for anything; I promise you, however fascinating you are – and you are an incredible, unique, once-in-a-lifetime scientific impossibility, in terms of augmented musculature and biochemistry, not to mention your silk excretions – your secrets won’t leave this lab. You’re right to be wary. If word of your mutations were to become acknowledged in the scientific community your life would no longer be your own. But, well… let’s just say I’ve got my own reasons to want to remain discreet.”

Ash’s unease was growing, but he remained seated alongside the case with the chameleon. Doctor Connors came to stand beside him. She asked, “Have you ever heard of genomic regeneration?”

“Did they tour with Avril Lavigne?”

The doctor pursed her lips. “Genomic regeneration is a general term for the process of extensive cellular re-growth most commonly observed in lizards such as salamanders but which is actually present throughout a broader biological spectrum – for example in starfish and some mammals. The human body is actually remarkably resistant, regularly repairing dermal and epidermal tissue when damaged through a complex yet beautifully spontaneous and clinical process, but the extensive re-growth I mentioned isn’t present beyond an embryonic - ”

“Wait, wait, whoa.” Ash pinched the bridge of his nose between thumb and forefinger. “Information headache. Man, do you and Peter just sit around discussing this stuff for fun…?”

“Sorry. Basically, your skin and tissue heals itself when wounded, yes? Well, some lizards can actually regenerate severed digits, tails and entire limbs. They do this through utilising the hereditary information encoded into their DNA – their genome – as a template. Theoretically the human body should be able to replicate that process to the extent that… well, to re-grow a missing limb.”

Ash nodded slowly, realisation dawning. “Your arm?”

Doctor Connors sighed. “I’m no herpetologist,” she muttered. “Believe me, after my experience in Florida I could have happily spent my entire life without setting eyes on another reptile. Bitterly ironic then, wouldn’t you say, that I find myself having spent the last few years researching their genetic peculiarities that trigger their renewal?”

“So what does this have to do with me? I was bitten by a spider, not a salamander.”

“I’ll be honest with you, Ash – I haven’t got the first idea why or how your transformation has taken place, and I’m betting it’ll be a long time before I come up with any answers, if at all. But I do know that your genes seem to have assimilated certain traits consistent with that of arachnids. And, if I can apply the template of your cellular mutation to my own research – not least the augmented strength and versatility of your new genetic structure, which could provide me with a phenomenal breakthrough – then I may be on the verge of a revolutionary innovation.”

Ash glanced back at the chameleon in the glass case. Pinhole eyes and a flickering tongue. “So, this guy,” he murmured. “He’s a specimen rather than a pet?”

“He can potentially provide a necessary ingredient. You see, to date I’ve conducted a half-dozen procedures on volunteers in which I’ve had moderate success in basic regeneration – a quarter-inch of fingertip and an earlobe the most notable. In each instance, however, the re-growth has been distorted by the treatment of a human genome with the reptilian trigger; the new skin has been scaly and discoloured. A chameleon’s skin contains special cells called chromatophores that are loaded with pigment, allowing the creature to effectively alter its colour in accordance to its environment. By incorporating the essence of these cells into the overall process I hope to eradicate any likelihood of disfigurement, at least visually – turning green skin into white or black, or whatever, as needed.”

“Wow.” Ash breathed deeply. “So, when you eventually develop this procedure, you won’t be growing yourself a lizard arm or anything, right?”

Doctor Catharine Connors smiled thinly. “Trust me, Ash,” she declared. “I’m a responsible scientist. I wouldn’t even countenance meddling with my own biological data unless I was one hundred per cent convinced it would work as intended. Now – let’s look over the results of your latest blood tests, shall we…?”

[ Now… ]

Spider-Man shrieked with pain and fear as the weight of his attacker slammed into his back, propelling him forward into the wall of the subway tunnel with a sickening crack! Despite his momentum he managed to roll with the impact, twisting his body left and then right in a desperate attempt to try and fool his adversary, but without the benefit of his spider-sense he was as good as blind, and his enhanced reflexes utterly redundant. If he could only have seen the slash of claws directed at his chest he could have avoided it, regardless of how quick his aggressor was; instead he actually weaved into the attack, and the blow lifted him off his feet once more and sent him skidding, limbs flailing, along a good thirty metres of track before he was able to arrest his flight.

“Curiousss flessshling…” came a disembodied hiss. “Why won’t you break?”

“That’s good old US manufacture for you,” Spider-Man grunted, scrambling awkwardly to his feet. “Five years parts warrantee, no dissatisfied customers.”

Ssskritch!

Hearing the scrape of talons upon stone, the wall-crawler’s anxiety flared once more – but then, with a snarl of self-admonishment, he leaped from a standing position, curled into a somersault, and came to rest on the arched ceiling overhead. Below, a patch of air shimmered momentarily with refracted light. Spider-Man saw the barest swish of a tail, but that was enough. His eyes narrowed behind his mask.

“Okay, Chameleon,” he yelled. “You’re one scary skink, I’ll give you that – and I’ll admit I’m new enough at this to be pretty darn terrified. But if you think I’m just going to stand around and let you carve me into ribbons, well… that makes you just about as dumb as a snakeskin wallet!”

The came the ssskritch of claws upon the wall and then a fistful of talons struck out…

…only to miss by a hair’s breadth, Spider-Man ducking his head and flipping sideways with a half-second to spare. As the wall-crawler rolled he whipped out an arm and let loose with a gout of web-fluid from his wrist in the direction of where he’d glimpsed a flicker of reflected light a moment before – and The Chameleon shrieked as she was smothered in a silvery net that adhered to her rough outline. Claws slashed and a tail lashed, and the webbing was shredded – but not before Spider-Man had rebounded off a wall and slammed into the creature from the side, feet-first. The hero then twisted at the hips and flipped, springing free of snapping jaws, then reversed his momentum with a perfectly placed web-line and thrust forward again, this time clubbing his foe about the head with a flurry of punches.

The Chameleon howled and staggered backwards, her nigh-invisible form slithering free of the web-net. She lashed out with her tail, smacking Spider-Man across the thighs and sending him spinning, but he immediately realigned his trajectory and pressed the attack once more, homing in on where he’d last seen his enemy. His first punch failed to connect but then he heard the faintest of sounds to his left and he readjusted, landing a second blow straight to The Chameleon’s snout. The Chameleon roared, recoiling, and once again gave away her position with a glimmer of reflection. The chromatophores in her outer layers of skin were even more potent than those of her reptilian namesake, the pigments able to fluctuate in accordance to the colours and lighting of her environment at astonishing speed, but so long as there was that split-second of modification – and so long as Spider-Man knew to watch for it and react instinctively rather than be encumbered by fear – she was not completely undetectable. She was, however, still utterly deadly…

The Chameleon lunged, jaws cracking together like a steel trap at her enemy’s feet as he jumped clear, then quickly feinted to one side and then darted to the other, leaving the wall-crawler off-balance. Claws raked across his back then, finally managing to shred black tendrils from his infernally durable suit and gouging trails of crimson beneath. Spider-Man hissed in pain and stumbled, straight into a jackhammer blow from The Chameleon’s tail that whipped him backwards into the tunnel wall once more, spraying fragments of a broken light in all directions. Dazed, the webslinger tried to focus on the blur of refracted radiance that was swaying towards him but couldn’t draw a bead.

“You ssstruggle valiantly, human,” the creature rasped, “but a flessshling isss no match for hisss reptilian massster!”

Spider-Man grunted, seeing that The Chameleon had shifted the colours of her hide to become purposefully visible once more, a ravenous hulk silhouetted against the pallid light beyond. He knew that he had to fight back – knew that the killing blow was close – but his body, battered and bloodied, wasn’t responding. He slumped back against the wall, head lolling against a thick spool of black cabling.

“I ssshall be the firssst,” The Chameleon gloated, pinhole eyes glittering. “Catharine Connorsss wasss frail of body, but sssharp of mind. Ssshe underssstood that only in reptile form could ssshe assscend to godhood!”

“Doctor Connors is a good woman,” Spider-Man whispered. “Is. She’s still alive inside you, somewhere – I’m sure of it. You were just an accident.”

The Chameleon chuckled, her tongue flickering. “Connorsss chossse me,” it hissed, “and now I am sssupreme. All her memoriesss now belong to me, ssspider-child. Your name wasss Kennedy, yes…? But now you are nothing more than meat!”

Ash’s heart rose to his throat then as The Chameleon tensed and lunged, jaws snapping… but ultimately missing their target as Spider-Man submitted completely to instinct and shunted his body sideways at the last second. The creature bit down instead on the cabling that supplied electricity to the maintenance lights – and shrieked as the resulting shock of discharge exploded in her mouth, throwing her backwards through the air, limbs and tail flailing. Spider-Man whistled, glancing down at the stump of severed cables that was continuing to spew sparks alongside him.

“Okay, now that looked like it hurt,” he declared. “And, can I just say… Kentucky Fried Lizard? Never going to catch on, no matter how many special herbs and spices you put into the secret recipe.”

Squealing, The Chameleon was already struggling back to her feet, her snout and neck-crest blackened and blistered. Spider-Man sighed. “So, if I’m remembering my physics correctly, grabbing hold of electrified wiring whilst earthed is bad because it completes the circuit, yes? But if I can just gather enough strength to do this…”

With a silent prayer the wall-crawler shot one web-line that adhered to the roof of the tunnel and propelled himself upwards, whilst with his other hand he spun another thread that attached itself to the deadly cable, just as he let go of the first cord. Suspended in mid-air, with no contact with the tunnel, he yanked the cable forward so that it struck The Chameleon once more, this time in the chest, delivering another devastating shock just as the hero released his grip on his web-line. The whole manoeuvre required split-second timing and precision, else Spider-Man would also have been caught in the circuit, but again he was relying on instinct. Of course, he mused, it didn’t hurt that he was also naturally reckless…

The Chameleon was a truly formidable beast, but – already groggy from the first shock – she was flattened by the second. She exhaled a final, savage cry as she flew backwards once more, and was already unconscious before her head even struck the wall with a crunch. Landing heavily on his feet once more, barely cognisant himself, Spider-Man gasped as he saw The Chameleon slump… and then immediately, before his eyes, begin to shimmer. For a moment he thought his enemy was attempting to fade from view once more, but then he realised the truth. Her skin was indeed changing colour and losing definition, but that was only because it was reverting – back to human flesh.

Weakly slipping off his mask, Ash stared down at the metamorphosis that was occurring. It seemed that the hopeful diagnosis he’d made earlier had been correct – the transformation hadn’t been a permanent one, and Catharine Connors, now lying naked and inert before him, did still exist. But her right arm was once again missing, amputated at the shoulder, and her breathing was shallow and irregular. She was still alive… but for how long, and at what price? And if she did survive, was The Chameleon now gone or were the reptile genes now part of her?

Ash Kennedy closed his eyes. He had to get medical attention for Doctor Connors, and he would. But, just for a moment, he couldn’t help but reflect on that night’s tragedy and the inevitable repercussions – for him as well as her. He’d been counting on Catharine Connors being able to develop a cure for his own condition. But if she was to become incapacitated… did that mean that he would be Spider-Man forever?

[ Two Weeks Ago… ]

Peter Parker was sitting at the edge of his rooftop drinking beer when he heard the sound of footsteps landing softly behind him. He turned his head, surprised. He’d given Ash a spare key to his apartment so that they could use this secluded spot as a meeting place and training ground, but whenever his friend had called around on previous occasions he’d been in civvies. Tonight, however, he was dressed in his black and red Spider-Man costume – and he’d swung to the roof. Peter smiled slowly, and tipped his beer in greeting.

“Don’t look so smug.”

Peter blinked. “I was just smiling.”

“Smugly.” Ash took a seat, removed his mask, and sighed. “Okay,” he said, “here it is. And if you can listen without interrupting that’d be a bonus. The Doc, she says there’s a chance – not a good chance, but a chance – that if she can draw some conclusions from all these tests she then may be able to counter whatever’s happened to me, repress my powers, or even take them away for good. I trust her. I’ve got a good feeling about what she’s saying. But, even so, I just can’t stop thinking about what happened in the park.”

“It wasn’t - ”

“I know, I know, hush up. It wasn’t my fault the old man got shot. If it wasn’t for me, the girl would have been killed and then maybe her father as well, who knows? I tried to do the right thing, and I’m not going to wallow in guilt that it turned out the way it did. But, still. Still I can’t stop seeing him die whenever I close my eyes, and I can’t forget how that girl, Alicia, blamed me. I feel some sense of responsibility and I can’t get away from it. So, instead of bitching and moaning, I’m going to do something about it.”

Peter looked on expectantly. Ash breathed deeply.

“There was a report in The Daily Bugle today saying that Silvio Manfredi had connections to organised crime, and that the guy who pulled the trigger was just a foot soldier, operating to order. The way this city’s been going nuts these past few months, with all the costumed crazies? It’s all connected. There’s something rotten in the state of New York, Horatio. Manfredi was a victim of it, Alicia was a victim… in a way, I’m a victim. I’m not going to stand for that. I’m no hero, Peter, I told you that; but, as you said, whilst there’s nothing the regular authorities can do about any of this, I can make a difference. For as long as I’ve got these powers and this suit I can try and stop this madness, so that no more old men have to die and no more daughters have to mourn them. You get me?”

Peter was simply smiling, his beer resting in his lap. Ash glared at him.

“What?”

“Nothing.”

“Tell me. Tell me what you think.”

Peter grinned. “What I think,” he said, raising his drink in toast, “is that I’m glad I met you, Ash Kennedy, and that I’m proud to call you a friend. And one last thing.”

“What’s that?”

“I think that all those costumed lunatics you just mentioned better watch themselves. Because the sensational Spider-Man’s coming their way… and he’s going to kick some criminal ass!"

Spider-Man wants to know who was behind the death of Silvio Manfredi. So does Gwendolyn Stacy. The answer to this question is, of course, Rose Red – and she’s more than happy to make the acquaintance of both her pursuers. But she won’t be doing so alone. There’s a new villain in town… and his name is The Huntsman!

Okay, folks, that’s a wrap: from now on I’m going to be cranking up the action a notch. A handful of key players are in place, but there are more to come – both allies and enemies – and I won’t be time-hopping any more, so no more flashbacks. We’ve seen how Ash Kennedy gets his powers, and we know why he’s decided, temporarily at least, to adopt the identity of Spider-Man. But there are plenty of questions still to be answered, not least how the as-yet-unseen Alistair Smythe is going to react to all of this. Rest assured, I’ll try to leave no stone unturned… but if there’s something I’ve missed, be sure to let me know, right?

With regard to this issue’s villain…

The eagle-eyed among you may have noticed I’m experimenting with something I’m calling splicing. On a couple of occasions I’ve taken a pair of classic Spidey villains and merged them into a new, hybrid creation; we’ve had a Jack O’Lantern with some definite Green Goblin and Hobgoblin qualities added, and then Tombstone blended with Hammerhead. This time around we have a monster mash of The Lizard and The Chameleon. And because I’m having a blast with this process I’m not going to stop there. It’s probably easy enough to guess the identity of one half of next issue’s foe, The Huntsman, but hopefully the character I merge him with will give the result an exciting new twist. And not only will there be a hatful of new hybrids and re-imaginings coming up in the next year, there’ll be some dramatic returns for ALL the villains introduced so far. Can you feel that villain love? Can you? Whoa yeah.

A big thank you to everyone who has stuck with this series so far. I hope you’re enjoying it, and hope you continue to read. Cheers!

If you’d like to give feedback on this series, positive or critical, please don’t hesitate to drop a line to ameriades@hotmail.com

For those interested, a list of my fanfiction can be found at http://meriadesfiction.livejournal.com

Thanks for reading!

- Meriades Rai