After Oscorp scientist Dr. Markus uses Parker's blood to recreate the Oz formula that created Spider-Man, the Prowler (Aaron Davis) steals the formula, and in the process, one of the spiders created by Markus crawls into the Prowler's duffel bag. Days later, the Prowler's nephew,grade-schooler Miles Morales, is bitten by the spider during a visit to Aaron's apartment. Morales develops superhuman abilities similar to those Peter Parker has,[but does not tell his parents, Jefferson and Rio,due to his father's distrust of superheroes,confiding only in his best friend, Ganke Lee.
Miles, who just wants a normal life, is unhappy about having these abilities, and initially nauseated at the idea of risking his life to engage in superheroics,a reaction that Bendis wrote to further contrast Miles with Parker.However, after witnessing Spider-Man's death at the hands of the Green Goblin, the guilt-ridden Miles realizes he could have helped. After Ganke suggests he assume the mantle of Spider-Man, and learns from Gwen Stacy why Parker did what he did, Miles is inspired to try his hand at costumed crime fighting.During his first foray into costumed superheroics, he is confronted not only by those who feel his use of the Spider-Man costume is in bad taste, but also by Spider-Woman, a member of the government superhuman team, the Ultimates, over his use of the Spider-Man identity.
Spider-Woman unmasks and arrests Miles and takes him to S.H.I.E.L.D. headquarters, where Nick Fury reveals that he knows all about Miles and his family, including his uncle's criminal activity. After he helps S.H.I.E.L.D. subdue the escaped supervillain Electro, S.H.I.E.L.D. releases Miles and gives him a modified black and red version of the Spider-Man costume, which Ganke feels makes Miles “officially” the new Spider-Man. After the newspapers begin reporting the emergence of a new Spider-Man, Aaron deduces that it is really Miles,and offers to train Miles and work with him. After Aaron uses Miles in his ongoing conflict with the Mexican crime lord Scorpion, Miles realizes he is being exploited, and refuses to assist his uncle further, despite Aaron's threat to inform Miles' father of his secret. This leads to an altercation between the uncle and nephew that results in the malfunction of Aaron's weapons, which explode,killing Aaron.
Miles subsequently becomes acquainted with Peter Parker's loved ones, May Parker, Gwen Stacy and Mary Jane Watson, who know of his secret identity, and give him Parker's web shooters. He also encounters Captain America, who reluctantly agrees to train Miles
Later,Miles has a girlfriend named Katie Bishop, and is planning on telling her about his former life as Spider-Man. Though he has not engaged in heroics in a year, he is pressured to return to that life, by S.H.I.E.L.D.He reluctantly does so, after Ganke and Spider-Woman convinces him that there needs to be a Spider-Man.Along with Spider-Woman, Bombshell and Cloak and Dagger, Miles helps arrest Donald Roxxon, the head of the Roxxon corporation, who reveals that he knows of Miles' identity, and that he was the one who hired Aaron to break into Oscorp the night that the spider who gave Miles his powers was accidentally brought to Aaron's home. He also reveals that he was responsible for the creation of Bombshell, Cloak and Dagger, which involved kidnapping underage people and experimenting on them using untested genetic technology. After Roxxon's arrest, Miles thanks Ganke for his support, and affirms in earnest that he is Spider-Man]
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