Scarlet Spider

### Cause of Death

Sacrificed himself by wielding the Nega Bands to restore Earth and killed by the cosmic power

## Biographical lnformation

### Family

Cassandra Web - 'mother'/genetic template
 Unnamed - unborn daughter

### Other Relations

Peter Parker - progenitorKaine - clone-brother

Jessica Drew - girlfriend

## Series Information

### Appears In

*Scarlet Spider* (15 episodes)
 *Battleworld* (8 episodes)

### Series Lifespan

'Annoyance Factor' -- 'Assemble'

"*...So while Spider-Man protects the world, I'll stay and protect my own little slice of home. He'll fight laser cannons...and I'll fight thugs with fists. Sure, I can leap from the tallest buildings, swing for hundreds of miles...but I have a different mission. [...] So like I said, **I ain't Spider-Man**. I'm the **Spider of the Streets**,*"
—Reilly declares himself New York's stay-at-home street protector[src]

**Ben Reilly**, born as **SS-005**, was secretly a clone of Peter Parker created by Oscorp, as part of Norman Osborn's attempt to create an army of "Spider-Slayers". Undergoing rapid growth, the clone was given memories by the compassionate scientist Cassandra Web and allowed to live a normal life. Known as Ben Reilly, the clone eventually discovered his superpowers after helping in a hit-and-run. With Spider-Man supposedly dead after defeating Kang the Conqueror, Reilly designed his own costume and gadgets and engaged a street-based fight against crime as the **Scarlet Spider**, aided by Madame Web.

Ben fell in love and started a relationship with investigative journalist Jessica Drew, and was drawn into her research of the Maggia crime families. Taking them down one by one, Scarlet Spider earned the attention of Count Nefaria, who sent the assassin Kaine to kill him; Scarlet Spider eventually discovered that Kaine was his clone brother, and he himself was a clone of Spider-Man. Beating both Nefaria and his clone brother, Scarlet Spider was hailed by the citizens of New York as their new Spider-Man, but Reilly refused to take on the title, instead becoming the guardian of the city's streets.

One year later, following the Siege of New York, Reilly planned to propose to Jessica. On the night he planned to do so, however, his 'mother' Cassandra was brutally murdered. Consumed with a lust for vengeance, Reilly convinced his now-superpowered girlfriend to help him break Kaine out of prison so the three of them could hunt down Cassandra's killer. Discovering that is was Cassandra's former colleague, Kurt Connors, Scarlet Spider almost killed the crazed scientist before Jessica sacrificed herself to destroy his lab, saving the city. Traumatized by her death, Reilly retired the Scarlet Spider persona and left the engagement ring at her grave.

Reilly was one of only a few million to survive the destruction of Earth, a piece of which now composited Battleworld. Reilly was convinced to join the Resistance by scientist Miguel O'Hara, who also revealed that he had saved Jessica and given her precognition. During the final battle between the Avengers and Doctor Doom, Reilly made the ultimate sacrifice when he wore the Nega Bands to restore Earth and the entire Multiverse. After seeing a vision of his future daughter, Reilly died peacefully with Jessica by his side, with his fellow heroes kneeling in respect at his sacrifice.

## Biography

### Early Life

SS-005 was created in a lab beneath Oscorp Tower as part of Osborn's "Spider-Slayer" project, an effort to create a clone army with Spider-Man's abilities. During the battle between Spider-Man and the Goblin, the compassionate Cassandra Web set the clones free, taking them into the city sewers, where she raised them among a homeless settlement. Most of the clones regressed into a child-like state, but two of the clones - SS-005 and SS-006, who were genetically clone brothers - showed an amazing capacity to learn, while also being extremely impressionable. Both clones also demonstrated perfect copies of Spider-Man's powers, but unlike Spider-Man produced organic webbing.

During the few moments when the clones were allowed onto the surface, the two clones caused havoc until SS-005 saved an old man from crossing a busy street. From this point on, SS-005 developed a kind spirit, while SS-006 fell into a life of crime, eventually working for the Maggia. Known as Kaine, the clone quickly learned advanced martial arts, making him a perfect killer. The Maggia reasoned why have one Kaine, when they could have two, and so began hunting SS-005. Web gave the clone the name Ben Reilly - named after a friendly homeless man - and built him an identity, giving him a backstory, false memories, an apartment and a job. Ben Reilly woke up believing it was just another day in his boring life in July 2018, with no memory of his true identity. Web kept Ben's superpowers hidden by lacing his drinking water with pheromones.

### Marketing

"*Let's get one thing straight. **I ain't Spider-Man**. [...] Hi, I'm Ben Reilly, and I want to tell you a story. A story of a hugely successful person, and they don't even know it yet. And that person...is **you**! [...] Good god that is shit,*"
—Ben practices an ad[src]
Three years later, following the Future Foundation's war with Kang the Conqueror, Ben practised a new ad for his managing agency. Forced to include Spider-Man in the ad in some manner, the depressed Ben could not find a way to work the supposedly dead superhero into his pitch.

### The Resistance

#### Sacrifice

At the Battle of Battleworld, Reilly saw Jessica raise her finger: victory was slipping away. Knowing what he must do, Reilly charged at Doom, wrestling the Nega Bands from Doom's arms. Doom declared himself a god before attempting to use the bands, only be realize that they had been removed by Reilly. Scarlet Spider activated the bands and gave a final epithet of "And I...am...the Spider of the goddamn streets" before snapping his fingers as Doom looked on in horror. In an instant, the entire Multiverse was restored, including Earth-777. Doom's forces were erased, shortly before Doom himself faded from existence.

Reilly, or at least his consciousness, was transported to another dimension, where he was met by a young woman. She said a single word - "Dad?" - and Reilly said that he would always be there for her.

Reilly collapsed to the ground, fatally burned by the intense cosmic power of the Bands. Several of his comrades said goodbye, including both O'Hara and Miles Morales, who acknowledged him as a Spider-Man. As Jessica kissed him, Reilly finally died in peace, with his comrades kneeling in respect.

All surviving members of the Resistance attended Reilly's funeral and vowed to honour his sacrifice.

## Overview

### Physical Appearance

As a clone of Peter Parker, Ben is physically similar to him but has been aged to look older than Parker by Cassandra. His appearance is also altered due to Cassandra being his genetic template.

## Powers, Equipment and Abilities

###  Powers

* **Spider Physiology:** As a clone of Spider-Man, Scarlet Spider possesses the proportionate physical capabilities of a spider.
	+ **Superhuman Strength**: Scarlet Spider possesses considerable superhuman strength, due to having the proportional strength of a spider.
	+ **Superhuman Durability**: Scarlet Spider's body is inhumanly resistant to impact forces and blunt force trauma.
	+ **Superhuman Agility**: Created with spider powers, Scarlet Spider is as agile as a spider, being able to make movements that would be extremely difficult for a normal human with great facility, capable of swinging around on thin spider-webbing and jumping great distances and heights without difficulty. His bones, muscles, and joints have more elastic strength and durability, allowing him to perform gymnastic and contortionist manoeuvres without damaging his bone structure.
	+ **Wall-Crawling**: Scarlet Spider can adhere to walls, ceilings, and other surfaces in order to scale them and has stated that he does not use any adhesive gloves or fabrics to do it. This ability allows him to stick to almost any surface when willing himself to, as physical contact with said surfaces creates a locking connection necessary to support his body, even when he is inverted above the ground. Alternatively, Reilly can make individual portions of his body adhesive.
	+ **Regenerative Healing Factor**: Scarlet Spider's increased metabolism allows him to rapidly heal and regenerate from harm faster and more extensively than normal humans can recover from.