Spidey then faced Sandman, helped the Ultimates battle the 'Ultimate Six' (Green Goblin, Electro, Doc Ock, Sandman, Kraven, and (supposedly) Spider-Man), met the incredibly elusive Black Cat (Felicia Hardy), re-battled Doc Ock, had a movie made about him (from which he didn't get a penny), and fought the Punisher and Boomerang.
During a big fight with the huge Gladiator, Spidey was badly hurt and had to go to Curtis Conners for medical treatment. This left Conners with a sample of Peter's mutated blood. Over the course of several months, Conners and his assistant, Ben Reilly, created some sort of semi-clone, combining Peter's DNA with his own, that escaped early in its incubation process. "Little Ben" started feeding off people to grow quickly in strength and size, consuming its victims while showing a small child-like face to the victim. The creature mimicked the moves of Spider-Man to swing to the Parker house, where it found and consumed Gwen Stacy. Peter confronted Conners outside his home, where he confessed to the DNA splicing. Peter then fought Carnage throughout the city, and when it consumed two more victims, it formed into an almost human form, looking incredibly like Peter's own father. The fighting continued, and Peter finally tricked the creature into jumping down an industrial chimney.
Peter 'body-swapped' with the X-Man Wolverine, met Johnny Storm, aka the Human Torch, encountered Doctor Strange, fought Harry Osborn, who had become the Hobgoblin, discovered the Black Cat was still alive and battled Hammerhead, Elektra, Moon Knight, Iron Fist, and Shang Chi.
Fearing for her safety and constantly at odds with her placing herself in danger, Peter broke off his relationship with Mary Jane. Peter began dating Kitty Pryde from the X-Men.
Norman Osborn and many other inmates escaped from the Triskelion. SHIELD Agent Carol Danvers tried using Peter as bait to draw out Osborn. In a ploy to attract Osborn to the Helicarrier, SHIELD had Harry Osborn expose the truth about his father on television. Harry transformed into the Hobgoblin and battled his father along with Peter and SHIELD. After beating Harry to death, Osborn told Danvers to kill him, which she gladly did. The next day, Peter informed his class of Harry's demise, revealing that Harry was a hero.
Peter and Kitty continued their crime-fighting partnership. One night in the Bronx, they took down the Screamers, who were using the drug Banshee. Wolverine took out the last one, who came for Peter's help in figuring out why he was positive for Banshee. Peter was able to determine that Logan's DNA was used as a basis for Banshee.
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The Ultimate Spider-Man
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