Peter Parker crept into the darkened lab. His hands were shaking. What was Norman hiding here? He crept along the wall. There was some form of medical bed or device in the center. And pillars around it in the four edges of a cylinder. He heard something scraping across metal beside him. He jumped when he saw a human face with eight spider eyes bulging from it almost pressed against the glass of an observation cell wall. It had mandibles at the edges of its mouth. Its hands that were half covered in chitin and firm disturbing hairs eking their way out of what human flesh remained. Its humanoid torso was attached to a spiderlike lower half with six giant spider legs protruding from it. His chitin covered hand scraped against the glass. Peter was frozen in fear. He'd never seen anything so monstrous in his fifteen years on this Earth. He'd never imagined anything so monstrous… Peter jumped when it spoke. Rather he spoke, for as slurred as the creature's speech was, he sounded male. All eight of his eyes focused on Peter.

"What do we have here?"

Peter slowly backed away, bumping into a lab cart. He knocked several pieces of equipment down and scrambled to pick them up.

"What… what are you?"

The spider-thing tapped the glass with its chitinous nails. Even through the slurring and physical deformity the spider-thing sounded intelligent.

"My young friend, the more appropriate question is, who am I?"

Peter inched closer. Lured in by the calm seeming tones of the strange man-spider.

"Who are you?"

The man-spider folded his hands behind his lower torso.

"I am Dr. Harrison Tobias. Geneticist. Arachnologist, with a specialty in spiders. And who are you my young friend?"

Peter looked around and inched even closer.

"Peter Parker. I'm an intern."

Harrison shifted his head to the side.

"I did not think an intern would be granted access to Osborn's private sanctum of horrors."

Peter was by the glass now; His voice was quiet.

"I snuck in. I was curious. I saw… spiders on the manifest. Super soldier serum research."

Harrison tapped his chitin covered chin.

"Do you have an interest in spiders, my young friend?"

Peter's face darkened.

"Spider-Woman. I want to know where she came from and how to stop her. She's a monster."

Harrison chuckled. It sounded somewhat diabolical between his partially inhuman voice and the echo of his cell.

"Ah, revenge. There is no purer motivation on this Earth. I see the rage in your eyes. She has hurt you personally."

Peter nodded, his eyes narrowing.

"I too want vengeance, on Osborn. On Stark… Let me out and I will deal with this Spider-Woman for you."

Peter shook his head.

"No, I want to do it myself. I want her to know it was me who brought her down. You tell me how to use this. I want to be strong like her. Then I'll let you out."

Harrison dragged his talon like chitin nails across the armored glass of his cell.

"Be careful what you wish for, Peter Parker. Hubris can bring one very low. Look at me."

Peter pressed his fingers against the glass.

"I will give anything to make her pay."

Harrison sighed.

"Very well. I will help you succeed where Osborn has failed. I'll tell you his little secret. He has a sample of Spider-Woman's blood. I have looked at it. She has succeeded where I failed. You have chosen a very intelligent enemy."

Peter's eyes went wide with excitement.

"I could use that to trace her! Find out who she is. Check the DNA databases…"

Harrison chuckled.

"You truly think she is foolish enough to have her DNA on record? It's barely even human anymore. She has more in common with a spider than a human now. Dogs are closer to us. She shares only seventy percent of our DNA. Oh, I suspect she appears normal in every way, her DNA says as much. blonde hair, blue eyes. Might even be able to have children with a human. But no child of hers will ever be human. I am sure you know that humans have twenty-three chromosomes. She has twenty-six. I have twenty-four and I'm ninety-eight percent human. I would love to know how she managed to avoid the detrimental side effects. Of both the genetic variety and the emotional dysregulation that comes with the serum. Perhaps with time I can use her blood to develop a gene-therapy to cure myself of this… affliction."

Peter quirked his head.

"Emotional dysregulation?"

Harrison folded his hands and paced back and forth across his spacious cell. His eight legs clicking against the metal floor.

"Yes. That is the one thing I have been unable to determine the source of. You see the super soldier serum flowing in my veins and in Spider-Woman's veins is the same. Though hers is purer. Closer to the true source. It was developed in Germany during the Second World War. By a scientist named Abraham Erskine. He escaped to America… and it was used on a soldier named Steve Rogers. It was one of the only recorded successful uses of it. There were other attempts. Lesser successes. I work with an organization that is very interested in perfecting it. My organization would love to acquire Spider-Woman, either as an ally or as a research subject… At any rate, all other attempts have had some form of emotional dysregulation. Ranging from fits of uncontrollable rage to downright psychosis."

Peter blinked a few times.

"What organization do you work for? Why haven't they rescued you?"

Harrison shrugged, which meant his shoulders and four of his legs lifted up.

"It suits their purposes to have me here. I disagree. Also, they are concerned about my mental state. As for who they are. They are a multi-headed beast you want no part of my young friend. Suffice to say, they have their eyes on Spider-Woman."

Peter focused on one part of Harrison's response.

"Your mental state?"

Harrison sighed.

"I did not take my transformation and subsequent imprisonment very well. I may have webbed up and eaten a few people. But no worries, I am well fed and have grown accustomed to my situation. As succulent as you look, you are useful. And if you are successful in your endeavor, I fear I would be overmatched. Though I would appreciate something less… bland. I will show you how to remake yourself into the perfect fighting machine. However, there are conditions. I need a supply of… meals I think better when well fed, female, preferably younger. Your word you will release me once you have been transformed, and that you will not interfere with me once I am out in the wild."

Peter went pale.

"Are you… you want me to get you girls to eat?"

Harrison's mandibles clicked.

"What else would I do with them, young Peter Parker?"

Peter started to shake his head.

"You… are a monster. I would be…"

Harrison inched closer to the glass and focused all eight eyes on Peter again.

"Spider-Woman is a monster, isn't she?"

Peter gave a barely perceptible nod.

"Have you ever heard the saying: To fight a monster you need to become a monster?"

Peter turned his eyes away.

"They don't have to be clean. Bring me the drug addicts. The criminals. The whores. The lost that no one will miss. Offer them a warm place to stay. I will make them very warm indeed. And I will make you a modern-day Adonis. Ares would be jealous of your prowess. No more will you need those glasses to see, no more will the bullies that make your shoulders slump so be able to push you around. You will be stronger than ten men. You can put that Spider-Bitch in her place. All it will take is society's cast offs. You're doing them a favor. Their life is suffering. How filthy are they? Begging you for change…"

Peter rushed off. Harrison pressed himself against the glass.

"I'll be waiting Peter…"