A Heartbreaking Encounter Teaches Superior Spider-Man His Most Important Lesson

Otto Octavius, the Spider-Man foe now an anti-hero operating as the so-called "Superior Spider-Man" — emphasis on the superior — learned a valuable lesson in what it means being a hero.

Posing as Horizon University scientist Elliot Tolliver, colleague of Anna Maria Marconi — Otto's Jiminy Cricket — Otto has just stopped Terrax the Tamer from leveling San Francisco at great risk to his own life, fending off the cosmic-powered alien in a battle that left the city partially in ruins.

Superior Spider-Man, one arm held in a sling fashioned by webbing, hoists rubble of a building, saving its believed-doom inhabitants.

Handing a firefighter a tablet containing schematics showing locations most likely to contain survivors, Spider-Man says you can't save everyone, calling it a "waste of resources to try."

The firefighter is taken aback by Spider-Man's callousness, and Otto is corrected by Anna, connected via a device in his ear. Spider-Man pledges to deploy an army of Spider-Bots towards the underserved areas, which will alert rescuers should they detect survivors. Nice save.

A rescued senior citizen offers to make Spider-Man Kielbasa for his efforts, and he accepts through gritted teeth. Later, "Elliot" recuperates from a Horizon sickbed.

He's chastised by Anna, who orders he head back out and help survivors affected by the collapse of several square blocks. Otto says his stopping Terrax from slaying them all is enough and cleanup is a task for search and rescue, but Anna says they need Spider-Man's help. "You say you're a hero? Put on this ridiculous costume and go be heroic."

Otto cites his broken arm as reason enough to stay in bed while his Spider-Bots prowl the city.

"You claim you want to be a hero. Help people," Anna yells. "But you have contempt for the people you're supposedly trying to help. You think you're better than them."

"Because I am!" Otto yells back. She fires back and says his intelligence makes him better at nuclear physics, cloning, and robotics, "But do you know what to say to someone who just lost their child?"

"I don't see why that's relevant," he says, but he's cut off. "That's exactly why you're going out there. Seeing the people you saved up close. Getting to know them," Anna demands.

"And don't think about slacking off. 'Cause I'm gonna be in your ear the whole time. Now go be a hero or I'll kick your ass."

On the battered streets of San Francisco, Spider-Man is met by the Night Shift: Digger, the Brothers Grimm, Dansen Macabre, Skein, and Waxman. Spider-Man's robots have detected slight movement under nearby rubble, and he needs the malleable Waxman to squeeze through the seams and determine if there are any survivors.

Waxman protests, but he's shut down by a demanding Spider-Man. Anna points out Waxman is a serial killer just as he closes in on a helplessly trapped boy sat next to his mother, who lies dead, buried beneath wreckage.

As the villain looms over the boy, Spider-Man lifts the rubble and is swiftly attacked by a furious and fed-up Waxman. A spray fired from one of Spider-Man's waldoes, Waxman is frozen and swiftly shattered.

The child is freed, but his mother is lost. Anna orders Spider-Man to send his "weirdos" away before he takes the initiative to address the boy, who's not yet aware his mother has died.

In a silent encounter we're not privy to, Spider-Man quietly comforts the boy, who sobs into his arms. The boy is then taken away by EMTs.

Anna praises Otto for telling the boy "what he needed to hear," prompting Otto to admit he lost his own parents, both damaged people. "But the loss is felt nonetheless," he says, swinging into action.

"You were right. These people need my aid. And more... they deserve it. For as long as I am able to give it."

Spider-Man frees trapped citizens, returns a puppy to a girl and her mother, and rescues or otherwise helps the wounded until sundown. Returning to Horizon, Otto takes his rest as his Spider-Man suit is commandeered its sophisticated artificial intelligence, which knows to avoid contact with people or security cameras.

Anna asks what he took away from today's actions. "That the average citizen does not possess my intelligence, or power, or resources. Many are wholly unremarkable in every way," he says. She's disapproving, but he hasn't finished.

"They do the best that can with what they have," he says. "They provide for their families. Love their loved ones. They try. And for that alone, they are worthy of respect."

"And everyone has something. Something that makes them special," Anna says. "Maybe not something that's important to you. But it's still important. Every life has value."

"Except for the Waxman's," Otto says. "And the looters. And the opportunists selling bottled water for vastly inflated prices. I have instructed my Spider-Bots to tase them. Not fatally, merely to the point where they soil themselves."

The next night, Spider-Man eats Kielbasa with the city's heroes and is reunited with the old lady he rescued. "Madam... that is superior Kielbasa."

Elsewhere, two men are tasked with recovery in the ruins of a building once populated by a cult. They spot a large puddle of blood draining into the ground, and are swiftly sacrificed to protruding creatures belonging to the demonic Master Pandemonium, who has returned to bring about Hell on Earth...

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