Ben Reilly

This article is about the fictional character. For the similarly named musician, see Ben Riley. For the similarly named British politician, see Ben Riley (MP).

Ben Reilly
File:Scarlet Spider (Ben Reilly) -2017.png Artwork for the cover of Ben Reilly: The Scarlet Spider vol. 1, 1 (April, 2017 Marvel Comics)  Art by Mark Bagley
Publication information
Publisher	Marvel Comics
First appearance	As Peter Parker's Clone: The Amazing Spider-Man #149 (October 1975) As Ben Reilly: Spider-Man #51 (October 1994) As Scarlet Spider: Web of Spider-Man #118 (November 1994) As Spider-Man: Sensational Spider-Man #0 (January 1996) As the Jackal: The Clone Conspiracy #3 (December 2016)
Created by	Gerry Conway Ross Andru (based upon Spider-Man by Stan Lee and Steve Ditko)
In-story information
Alter ego	Benjamin "Ben" Reilly
Team affiliations	New Warriors
Notable aliases	Scarlet Spider, Spider-Man, Spider-Carnage, Peter Parker, Henry Jones, Jackal II
Abilities	Expert swordsman Master hand-to-hand combatant Superhuman strength, speed, agility, stamina, durability and reflexes Genius-level intellect High pain tolerance Precognitive Spider-Sense Ability to cling to most surfaces and shoot impact webbing from devices

Benjamin "Ben" Reilly, also known as Scarlet Spider, Spider-Man, Spider-Carnage and Jackal II, is a fictional comic book superhero appearing in publications by Marvel Comics. He is a clone and ally of the original Spider-Man (Peter Parker) and is prominent in the "Clone Saga" story arc. He first appeared in The Amazing Spider-Man #149 (October 1975).

Publication history

Ben Reilly was first featured as Spider-Man in The Amazing Spider-Man #149. The issue was later revisited in What If #30. The character returned to the comics during the "Clone Saga", which ran from October 1994 to December 1996 through all five of the concurrent Spider-Man titles — The Amazing Spider-Man, Web of Spider-Man, Spider-Man, Spider-Man Unlimited, and The Spectacular Spider-Man. Between November and December 1995, Scarlet Spider replaced Spider-Man in all five of the comics' titles, which became The Amazing Scarlet Spider, Web of Scarlet Spider, Scarlet Spider, Scarlet-Spider Unlimited, and The Spectacular Scarlet Spider. Reilly was also featured prominently in the supplemental material provided for the storyline, including Spider-Man: The Lost Years and Spider-Man: Clone Journals. The storyline was later revisited in What If vol. 2 #86. Reilly was passed the mantle of Spider-Man and was featured throughout the Spider-Man titles The Amazing Spider-Man, The Spectacular Spider-Man, Spider-Man, Spider-Man Unlimited, and The Sensational Spider-Man, which replaced Web of Spider-Man as an ongoing monthly title. Reilly remained as the featured Spider-Man between January and December 1996. During this period, the character was also featured in two intercompany crossovers DC vs. Marvel with DC Comics and Backlash/Spider-Man with Image Comics.

Though the character has not been used in mainstream continuity since Peter Parker resumed the role of Spider-Man, the character is often alluded to and provided the foundation to the backstory in the Spider-Girl mythology. In January 2009, Reilly returned to comics as Spider-Man in the third part of Marvel's X-Men/Spider-Man miniseries. Written by Christos Gage, the series explores episodes in the histories of both the X-Men and Spider-Man, sticking thoroughly to the source material of the timeframes the stories take place in. Issue #3 marked the first new adventure featuring Reilly in more than twelve years. Starting in 2009, and continuing into 2010, Marvel published a six-issue mini-series titled Spider-Man: The Clone Saga that was a retelling of the story as it had originally been envisioned. In 2010 Marvel began collecting the story in trade paperback form. The epic spans five books and covers Reilly's time on the road, through his encounters with Peter and Mary Jane, up to his role as the Scarlet Spider, as the lone spider hero in New York.

Fictional character biography

Creation

Ben Reilly was created by the Jackal (Professor Miles Warren), and was the first successful clone of Peter Parker; the first clone suffered from clone degeneration and was considered unstable. Through arcane science, Reilly is imprinted with a copy of Parker's memories and in their first encounter believed himself to be Parker. After Parker was captured by Jackal, both Parker and Reilly found themselves in Spider-Man costumes at Shea Stadium, and initially fought each other believing the other was the impostor. When realizing the stakes, they decided to team up in an attempt to save the Gwen Stacy clone and a captured Ned Leeds. In the process, Reilly appeared to be killed in an explosion, and Parker, fearful of the consequences of a corpse of a second Peter Parker being found, dropped Reilly's body into a smokestack. Reilly survived and escaped from the smokestack. When he witnessed Parker and Mary Jane Watson in an embrace, Ben, despite acknowledging that he is a clone, also accepted Parker’s strong sense of morality as his own, refusing to succumb to the temptation of murdering his doppelgänger, and decided to embark on a nomadic life. He dubbed himself "Ben Reilly", using his uncle's first name and his aunt's maiden names Ben Parker and May Reilly respectively. He took some old clothes Parker had intended to donate to charity, and he left New York deeply depressed.

Exile

Stricken with influenza, Ben Reilly meets Seward Trainer, a scientist who was secretly blackmailed by agents of Norman Osborn into keeping track of him. Trainer helps Reilly re-establish his life, and Reilly sees Trainer as a father figure. Reilly trusts Trainer completely because he helps Reilly survive his aimless wanderings, provides Reilly with forged credentials allowing him to find work for a few months at a time. Ben subsequently moves on just before people can examine the references closely enough to learn that they are faked, using the money earned to fund himself until he next needs work. During this time, Reilly is hunted by Kaine, a failed clone of Peter Parker. Kaine believed Reilly to be the original Peter Parker and hates him for being flawless, although initially Kaine is unsure why he is stalking Reilly other than wanting to see him suffer. Reilly finds love with college student/waitress Janine Godbe, but she later reveals that her true identity is Elizabeth Tyne, a fugitive who killed her father after enduring his repeating incestuous abuse. Although he spends some time living with Janine, she apparently commits suicide out of guilt at her past crimes, leaving Reilly to be constantly followed by Kaine vowing to deny Reilly happiness for as long as he can.

Besides fighting Kaine, Reilly sporadically engages in heroics; although he dislikes playing the hero as it reminds him of life as Peter Parker, he finds himself unable to ignore his spider-sense when it goes off with sufficient intensity, also acting as a short-term vigilante to dismantle a major drugs cartel in Salt Lake City during his third year. During a particularly bleak period, Reilly works in dead-end jobs and allows himself to be regarded as mentally handicapped rather than interact with others. After his spider-sense prompts him to save a family from being killed during a robbery, he accepts that he cannot give in to despair and must try to make a difference when he can. Following this, he lives for a short time in Italy and works as an English teacher, but is forced to leave after a Mafia boss investigates Reilly's past when his daughter expresses an interest in Reilly. The Mafioso learns about the gaps in Reilly's work record and forced him to leave the city. While traveling, Reilly fights the mystical villain D'Spayre and a psychopathic showman named Wild-Whip.

Scarlet Spider

File:Scarlet Spider (Ben Reilly).jpg

Ben Reilly, in his original costume. Artwork for the cover of Web of Scarlet Spider 1 (November 1995 Marvel Comics) 
Art by Steven Butler

Five years later, Ben Reilly discovers that May Parker is dying from a stroke, so he returns to New York. There, Reilly encounters a bitter and angry Peter Parker following several tragedies. While they initially come to blows, they begin working together. Soon after, Reilly dons a makeshift costume, improved arsenal of Spider-Man's, and is dubbed the "Scarlet Spider" by the press after he defeats Venom (Eddie Brock); he even able to reject the bonding with the Venom symbiote with his strong will during the fight, a feat that even the original Spider-Man had failed to achieve. This victory over one of Spider-Man's major adversaries helps him gain the confidence he needs to believe that he can, perhaps, be a hero in his own right. However, Reilly and Venom also become recurring adversaries after their encounter.

For a brief time, Scarlet Spider joins the New Warriors after assisting them in dealing with the Carrion virus, though none of the team members fully accepts him because he refuses to reveal his identity out of his obligations to protect Spider-Man's secrets. When Peter is framed and arrested for Kaine's murders, Reilly switches places with him so Peter can remain free and uncover the truth, and allows Parker to use the Scarlet Spider costume for a brief time. He and Parker eventually discover that the Jackal is alive in addition of Kaine’s motives of stalking him, and encountering more Spider-Man clones including Spidercide whose actions are completely opposite to both Reilly's and Parker's as he does not possess the morality they share and wants both of them dead. After defeating Jackal with Parker, Reilly attempts to build his reputation as Scarlet Spider, but is ultimately forced to drop the identity when, after getting involved in gang warfare between the second Doctor Octopus and Alistair Smythe, a holographic version of Scarlet Spider is created, which ruins Reilly's reputation in a vicious rampage. Reilly concludes that the deception has worked because he is too new on the scene for people to trust him, adopting a new identity and abandoning his role in the New Warriors despite his attraction to Firestar.

Spider-Man

Ben Reilly as Spider-Man. Art by Dan Jurgens and Klaus Janson, and the costume designed by Mark Bagley.

Ben Reilly later becomes the replacement version of "Spider-Man" for a time at Peter Parker's request when the latter retires to raise his unborn child. Reilly wears his own costume style rather than using Parker's. Meanwhile, both men are misled by the Jackal and Seward Trainer, working under orders from Norman Osborn, into believing that Reilly was the original and Parker was the clone. Osborn hopes that the revelation that his life was a lie would make Parker give up, instead both Parker and Reilly see this as a chance to start again. Reilly starts working at a diner called the Daily Grind; the owner offers him a job after he paid her back a quarter that she had loaned him, recognizing his honest nature. He also dyes his hair blond to differentiate himself from Parker. Reilly works there for a year, battling villains. The change in costume initially prompts the Daily Bugle to claim there is a new Spider-Man, but Reilly and Mary Jane Watson throw them off the scent and the story is dropped. Only the Black Cat, Venom, Silver Sable, Sandman, the Human Torch, and his former teammate Firestar ever learn that they are dealing with a different Spider-Man, although Reilly also tells Daredevil the truth, and Mysterio concludes that there had been a substitution when studying newspapers after being released from prison. A recently published storyline revealed that the X-Men — specifically Cyclops, Storm, Angel, Iceman, and Wolverine — also know the truth because Reilly told them why he was unaware of an earlier team-up involving Peter helping the X-Men trace Mister Sinister's activities.

Reilly later dates college students from Centennial University, Jessica Carradine and Desiree Winthrop. Aside still mourning Janine Godbe's apparent death, his relationship with Jessica ends because they discover each other's secrets; Jessica's late father was the burglar who killed Ben Parker, and Jessica witnesses that Ben and Spider-Man are apparently the same man. Though Jessica saw Spider-Man as a hero after seeing him selflessly rescuing people from a burning skyscraper, she realizes she would never have a proper relationship with Ben because of their pasts. She decides not to reveal Ben's secrets and leaves. Ben tutors Desiree before his break up with Jessica, and eventually dates her.

DC vs. Marvel

During the DC vs. Marvel intercompany crossover storyline, Ben Reilly inadvertently travels to a parallel reality before the rest his native universe's inhabitants after passing by an alley during a patrol and being exposed to the dimensional rift within it. While stranded in this alternate reality, he encountered its heroes and villains while trying to find a way back, briefly meeting the Joker and engaging in a fight with the Man-Bat. Temporarily using his 'original' name of Peter Parker, Reilly finds a job at the Daily Planet as its staff photographer for his photos of his fight with the Man-Bat, working with the newspaper's top reporters Lois Lane and Clark Kent; he even saves Lane from being captured by a Scarecrow/Scarecrow team-up although he is subsequently embarrassed when he learns of her engagement to Kent after asking her out. Eventually, two cosmic entities force the heroes of both realities to fight a series of duels for the survival of their respective universes. Reilly is chosen to fight Superboy, the hybrid-clone of Superman and Lex Luthor, and wins thanks to his spider-sense and use of impact webbing overwhelming Superboy's raw power. Reilly later teams up with Superboy to rescue the Daily Planet's staff from the Kingpin, and Lane develops a slight attraction with Reilly's alter ego, before the realities are separated again by the actions of Batman, Captain America, and Access.

Spider-Carnage

File:Spider-Carnage.png

Ben Reilly as Spider-Carnage, from The Amazing Spider-Man #410.
Cover art by Mark Bagley.

During the "Web of Carnage" arc, Ben Reilly is bonded with the Carnage symbiote when it escapes from Ravencroft Institute, where its psychopathic host Cletus Kasady is being held, through the asylum's water pipes. Reilly struggles for control of himself, and his strong willpower prevents the symbiote from taking over and he attempts to trap it inside of him in hopes of ending Carnage's threats. The subsequent inner battle with the creature ends when he has John Jameson take him to a cell designed to hold Carnage. He willingly subjects himself to a potentially fatal dose of microwave radiation to try to kill the symbiote, which returns to Kasady via the pipes. Seward Trainer disappears while Ben fights with the Carnage symbiote. Reilly's bank account is frozen and his possessions stolen while the Grind is burned down and Reilly is framed for arson.

Blood Brothers

The Hobgoblin (Jason Macendale) is found to be perpetrating many of these events on the orders of Gaunt and the company Multivex. It is revealed that the mastermind of these occurrences is Norman Osborn. Reilly's former lover Janine Godbe is taken to New York by Kaine informing the police about her crimes and whereabouts, and the two lovers go on the run. However, after a final confrontation between Reilly and Kaine in a diner, Kaine accepts that he should turn himself in to atone for his crimes. Reilly's words and Kaine's decision inspire Godbe to do the same.

Two Spider-Men

Around the same time, Peter Parker and Mary Jane Watson return to New York after a brief time in Portland. Parker's powers had been lost during his time away, and had erratically returned after a near-death experience in which his body apparently reset itself. Although Parker's powers only partially returned at first- this weakness proving near-fatal when he briefly lost them while trying to escape a Sentinel during the Onslaught crisis, as time went on, he and Ben began to contemplate the possibilities of Peter returning to the role full-time, providing the city with two Spider-Men to compensate for the recent loss of the Fantastic Four and crucial members of the Avengers during the war against Onslaught. Parker's powers return for good while he helps Reilly fend off the latest attack of Gaunt after his real identity was uncovered.

Death

Ultimately, the battle with Gaunt proves to be Ben Reilly's undoing; he is attacked by the original Green Goblin while Reilly's spider-sense was still disabled by a gas Gaunt had used. Osborn reveals Reilly's real identity as the clone, beats him unconscious then arranges for his minions to abduct Parker, dressed Parker in the original Spider-Man costume and takes him to Osborn's base opposite the Daily Bugle offices. Osborn intends to blow up the building, with most of Parker and Reilly's friends inside it after they were sent false invitations. While Parker battles Osborn, Reilly attempts to evacuate the Daily Bugle, but injures himself further after protecting Flash Thompson from a bomb. While helping Parker to remove the remaining bombs, Reilly intercepts a Goblin Glider before it can impale Parker, but the glider damages Reilly's spine. Reilly falls several stories and crashes onto a taxi underneath. As he lies dying, Reilly tells Parker that Parker is now Spider-Man and will have to resume the role for Reilly. Reilly dies and his body decomposed rapidly, although Parker was able to remove the body from public view before the collapse completed, the decomposition confirming Trainer's deceptions and that Reilly was actually a clone, thus finally confirming the truth: Peter is and always has been the one, true Spider-Man. This sacrifice, and concurrent still-birth of his child, leads Parker to reclaim the Spider-Man identity.

Post-mortem

Identity Crisis

During Spider-Man: Identity Crisis, when Spider-Man adopted four new identities to continue to act as a hero after Norman Osborn put a bounty on him, one of his identities was known as the Hornet, who used a glider designed by Hobie Brown to fly, the Hornet's weapons including an adaptation of Ben's old sedative stingers.

Daredevil

Some months after Ben's death, Mysterio was revealed to be the mastermind behind a recent series of attacks against Daredevil; having learned that he was dying of an inoperable brain tumour and lung cancer, Mysterio had sought to go out with his greatest scheme against his greatest foe, but his analysis of newspaper articles about Ben Reilly led him to conclude that he was not the 'true' Spider-Man, deciding to target Daredevil instead as he didn't want to achieve his final victory against someone 'pretending' to be his nemesis and seeing Daredevil as an appropriate substitute.

Civil War

During the Civil War, Peter Parker uses the pseudonym Ben Reilly and a holographic disguise device given to him by Beast.

The Initiative

While on a mission to remove Spider-Man's powers, the Initiative employs three "Spider-Men" in the Iron Spider costume to aid in the capture of the Sinister Syndicate. They are called Scarlet Spiders by War Machine. One of the people Mister Hyde gives Spider-Man's powers to appears in a costume that Ben Reilly wore as the Scarlet Spider in a jail cell, where the real Spider-Man had put him.

Ryder

Years after Ben Reilly's death, a man named Damon Ryder, and using the alias "Raptor", appears during Aunt May's engagement party. He has stalked the Reilly family for some time to find Ben, mistakes Parker for Reilly and attacks. Parker changes into his costume and fights with Ryder, who claims to be looking for Ben Reilly, who murdered his family. Parker later finds that Ryder's entire family was killed in a fire started by an arsonist, and that he gave a police sketch of the arsonist that looks exactly like Parker and Reilly. Ryder then appears in New York City and confronts Parker, still believing him to be Ben Reilly. The two fight when Ryder threatens to target Parker's family. Ryder gains the upper hand, then Parker's coworkers get in the way, then Ryder hands over the article on the arsonist, and leaves. After a scuffle with Kaine, Parker finds Ryder holding Harry Osborn and his cousins hostage at gunpoint. As Ryder announces his plans to burn Parker's friends and family to death right in front of him after he admits his "true identity" as Ben Reilly, Kaine arrives and reveals that he has been working with Ryder and reveals all the story behind Ryder and Reilly. As it turned out Ryder was a scientist at Portland, where he met Ben Reilly and hired him as his assistant, each eventually turned into friendship. Ryder was experimenting with dinosaur DNA, wanting to gain super-human powers. For this, Damon injected himself with the serum he created. One of the first signs appeared when Damon grew a giant jaw with sharped theets. After noticing what he had done, Reilly tried to convince Damon to go to a hospital. At that moment Kaine appeared to kill Reilly, after searching for him many months. The fight started a fire and Reilly instructed Damon to get his wife and son out of his house, but he failed and they died. Kaine then exposes both Parker's identity and Kaine's status as a "clone" of Reilly to Ryder, encouraging him to kill him, since if Reilly is a murderer, then Parker can be driven to kill as well. Refusing to accept this, Parker beats Ryder unconscious, affirms his and Reilly's innocence. Kaine and Ryder escape as police arrive. It was soon revealed that Ryder promised to help Kaine find a solution to his cellular degeneration, however, upon learning Ryder had lied to him, Kaine snapped his neck, seemingly ending his looming threat to Peter Parker.

Mooted return

After the release of Spider-Man: The Clone Saga miniseries, various blogs reviewed the series. Howard Mackie and Tom DeFalco, creators of the miniseries told Brad Douglas, manager of the Spider-Man Crawl Space website: "Thanks, Brad. I truly appreciate all the kind words, and that Tom gets all the blame for the minor negatives! Tom and I would LOVE to continue with Ben — and have pitched a series — but that is Marvel's call. Maybe a grassroots movement would help? Thanks again." On July 25, 2010, at the San Diego Comic-con, fans expressed their desire to see a return of Ben Reilly. To this, assistant editor Tom Brennan replied, "It's being worked on."

The mini series Spider-Man: The Clone Saga, in which Reilly survives the "Revelations" battle, has been collected in paperback and hardcover forms titled Spider-Man: The REAL Clone Saga (ISBN 978-0785148050). During San Diego Comic Con 2011, a teaser image was posted on Marvel.com of Reilly's shirt in flames, entitled "The return of The Scarlet Spider?". It was revealed in The Amazing Spider-Man #673 and the Marvel Point One one-shot that Kaine will be the new Scarlet Spider in his own ongoing series, which was confirmed by editor Steve Wacker in the "Letters to the Editor" page of #673. Later, Ben Reilly on his Scarlet Spider uniform appears to be fighting Kaine on the cover of Scarlet Spider issue #21. In the issue itself it seems Ben has indeed returned and fights Kaine for all the troubles he had to endure from the former-villain, even removing his mask to prove to Kaine he was actually Ben, however at the climax of the issue it is revealed that Ben Reilly was actually Kraven the Hunter, who had drugged Kaine at some point, Kraven appearing as Reilly only to torment Kaine.

Dead No More: The Clone Conspiracy

Ben Reilly has since made his presence in the All-New, All-Different Marvel in the form of the mysterious man in a brilliant red color suit with an Anubis mask, that everybody believes, even Spider-Man, to be Miles Warren. Using the nickname of Jackal, Ben has been seen approaching several of Spider-Man's enemies with a peculiar deal to them in the form of the chance to revive their lost loved ones if they follow his orders. He starts with Rhino, where as the Man in Red, he presents Rhino with a mysteriously-revived Oksana. Rhino accepts the deal to work for him. Next, he visited Lizard at Andru Correctional Facility where he had a mysteriously-revived Martha Connors and Billy Connors, which Lizard was angered that he could pick up their scent and remarked that they should not even be alive. As Jackal provided Rhino a black version of his suit and sprung both Lizard and a depowered Electro from Andry Correctional Facility, Jackal tells Electro that he will find a way to restore his powers in exchange for his service. After a battle between Rhino and Kingpin that was intervened by Spider-Man that somehow ended in the death of a revived Vanessa Fisk, Rhino failed to recruit Kingpin. The Man in Red had given Rhino one strike and reveals himself to be Jackal, which he was sporting with the black Anubis mask and standing next to him was a presumed revived Gwen Stacy.

Jackal had been working with the Lizard and Martha Connors in an experiment to restore Electro's powers to him. Upon Electro's reluctance to proceed with the procedure, the Jackal had then presented a mysteriously-revived Francine Frye (without the tattoos and piercings), a former love of Electro's that he inadvertently killed when his powers were out of control after being experimented on by the Superior Spider-Man. Electro finally ceded and agreed to do whatever Jackal wanted. Before continuing, Martha Connors informs Jackal about the fire in Edmond, Oklahoma and watches the news to see Spider-Man's arrival as none of them had any involvement with the incident. It was revealed that the revived ones were cloned, created by Jackal to bring the villains to do his bidding. Jackal went awry that Francine's DNA cloned was mixed in with Electro's DNA. This led to Electro dying upon Francine absorbing the electricity and become the new Electro instead. When Prowler infiltrated New U Technologies on Peter Parker's behalf and was accidentally killed by Electro, Jackal revived him. Upon becoming loyal to Jackal, Prowler was used by Jackal to find out what Parker Industries is up to.

It was discovered that Jackal had New U Technologies obtain the bodies of Doctor Octopus, Alistaire Smythe, and other villains for his "Reanimations." When the Doctor Octopus-possessed Octobot orchestrated the reanimation of Doctor Octopus' body, Doctor Octopus disposed of the Peter Parker conscious and took control of the body while emerging from the vat. Jackal gives Doctor Octopus his tentacle pack and some New U Pills that would help prevent any clone degeneration.

When Spider-Man infiltrated New U Technologies, he chased after Jackal following his fight with Rhino and Electro. Upon following Jackal into a room, Spider-Man is caught by surprise by Gwen Stacy and is then ensnared by Doctor Octopus. After the Jackal breaks up the fight between Spider-Man and Doctor Octopus, he shows Spider-Man around the New U Technologies. After Spider-Man is rescued by Kaine and Spider-Woman of Earth-65, he is told that they visited unidentified alternate Earths where the collaboration of Parker Industries and New U Technologies resulted in humanity suffering a zombie apocalypse at the hands of the Carrion Virus. Ben finally reveals himself to Peter and offers him the chance to bring back "their" Uncle Ben.

After Ben Reilly revealed that he was the Jackal to Peter, he tells Peter how he was resurrected and was motivated to create New U Technologies. After his death at the hands of the Green Goblin, Ben's dissolved remains were collected by Jackal and he was resurrected thanks to a new cloning process by Jackal. However, Jackal found problems with the cellular degradation. He had Ben killed 26 more times all of which had Ben's life (and most of Peter's) flash before his eyes. As he was repeatedly killed, more of Ben's good memories were being pushed out. Ben eventually breaks free and knocks out Jackal. After he improves Warren's formula, he makes clones of Miles Warren and persuades Jackal that he is a clone, making it nearly impossible to tell who is the real one. Now free with a number of Miles Warren clones as his servants, Ben becomes the new Jackal and is determined to repay the people who have heavily influenced his and Peter's lives with Jackal's technology to make sure no one has to suffer again and those who have can become whole. Ben tells Peter that bringing back Uncle Ben is his gift to him and that even if Peter doesn't feel like he deserves to have his loved ones brought back, most of them do deserve a second chance at life. After hearing Ben's story and proposal, Peter becomes more interested in what Ben has to offer.

After Ben and Peter's confrontation, Ben starts driving Spider-Man to the New U Technologies facility with Uncle Ben's corpse and explains to Peter that he was able to make his company and vision come to life through emotionally blackmailing the higher-ups of society. He then shows Peter the "Haven," a section of the facility set up like a normal neighborhood where Peter sees all of his resurrected friends and enemies with the latest ones being Sally Avril, Ned Leeds, and Nick Katzenberg. He apologizes to the Stacy family and Marla Jameson tells Spider-Man that she was honored by his vow not to let other people die. After J. Jonah Jameson heads upstairs to promote the New U Technologies on television, Spider-Man confronts Jackal and tells him that the reason he hasn't brought Uncle Ben back yet is because Peter knows Uncle Ben would tell Jackal that he's wrong and that he's using this power without responsibility. Jackal orders Spider-Man's rogues gallery to kill the hero and plans to replace Peter when he's dead. Anna Maria reveals she knows how to stop the decaying process on the clones and Jackal offers her the "Proto Clone" body in exchange for the formula. Doctor Octopus takes offense to Jackal's comments on Maria's dwarfism and attacks his boss. When Doctor Octopus activates the Carrion Virus, it starts spreading which causes Anna to also be affected. Spider-Man tries to appeal to Jackal ignores him and takes over J. Jonah's broadcast to tell the world that they will all die and be reborn.

During the fight at New U Technologies, Ben knocks Kaine out of the facility. Doctor Octopus fights Jackal to allow Peter and Anna Maria the time to transmit the frequency. When Spider-Man sends out a signal that prevents the clones from decaying, the clones of Ben Reilly, Doctor Octopus, and Gwen Stacy are seemingly reduced to dust. It was revealed during the fight that Doctor Octopus implanted his mind into the Proto Clone and Ben Reilly saved himself using New U Pills and Webware Technology. He returns to his safehouse (designed after Peter's childhood home) only to find the true Miles Warren back as the Jackal. Jackal burns down Ben's safehouse before Ben defeats Jackal in a fight, leaving the scientist to supposedly die in the fire in the process. Ben swings off pondering what he's going to do with his life.

While unwinding at a bar Dr. Rita Clarkson is met by a disguised and disfigured Ben Reilly. Though Rita has regretted what New U Technologies did, Ben still believed they were doing good for the people. He asks Rita for a loan, but she refuses until Ben saves her from some criminals who tried to kill her for New U Technologies' actions. She gives Ben a kiss before he heads off towards Broadway.

Powers and equipment

Further information: Spider-Man's powers and equipment

As Spider-Man's clone, Ben Reilly possesses powers identical to Peter Parker's, including superhuman strength, speed and agility, and the ability to cling to almost any surface. At the time of his death, he also has a precognitive "spider-sense" that warns him of danger. Reilly's reflexes operate up to 40 times faster than those of a normal person, while his strength allows him to lift 150 times his own weight, although he has lifted much more. Because Reilly was not in the role of Spider-Man for five years while traveling, his fighting style is less polished than that of Parker's. In addition, he also possesses Peter Parker's genius-level scientific intellect. Evidently, Reilly would try to win his battles strategically when dealing with powerful or unfamiliar opponents such as Venom, planning his attacks first before he initiate them.

In the five years that Ben Reilly traveled the United States, he made improvements over Parker's original web-shooters. Reilly's web-shooters still had triggers on the inside palm to fire a web-line. However, three new weapons were designed. When using a twist of the wrist on the shooters, impact webbing is fired out as miniature web-pellets that explode on contact, encasing a target within a web cocoon and rendering him or her virtually immobile. Stingers are small, diamond-shaped darts coated with a paralyzing chemical agent to incapacitate opponents. Mini-dot tracers are shaped like miniature Frisbees, and smaller and lighter than Parker's spider-tracers (at 1/4" of their size), which are much faster when fired from his web-shooters. Because of Reilly's web-shooters are bulkier than Peter Parker's as the result of the modifications, he wears them on the outside of his costume. Like Parker, Reilly also wears a belt that contains spare web cartridges should he need replacements.

Other versions

MC-2

• In the alternate future known as MC2, Ben Reilly's "niece" May Parker (Spider-Girl) wears his version of the Spider-Man costume and webshooters, having been raised on tales of her heroic "Uncle Ben". Like her father, May has an Uncle Ben. However, May never knew her uncle. Reilly's last words before his death are about her: "Take care of my niece, Peter... tell her about... her Uncle Ben." May Parker keeps Reilly's costume and webshooters in storage since his death, and uses them herself. When May asks her father about Reilly, however, Parker does not tell her that Reilly was a clone, but tells her that he was a cousin.
• Ben Reilly had a son by Janine Godbe (Elizabeth Tyne), named Reilly Tyne, who becomes a superhero called Darkdevil. Kaine's efforts to save his "nephew" from cellular degeneration resulted in him being partly possessed by the demon Zarathos and the spirit of the deceased Matt Murdock. Later in the series, Kaine reformed.
• Felicity Hardy, the daughter of Felicia Hardy (Black Cat), assumes the Scarlet Spider identity in an attempt to become partners with Spider-Girl. Peter Parker is angry at what he considers an inappropriate use of the identity.

Marvel Zombies

See also: Marvel Zombies

Ben Reilly was one of the heroes on the S.H.I.E.L.D. Helicarrier who survived the zombie plague. He is seen battling the zombies; however this plan falls apart. Reilly's fate is unknown.

Ultimate Marvel

The Ultimate Marvel version of Ben Reilly appears as an African-American lab assistant at Empire State University that worked with Dr. Curt Connors. Ironically, he combines Spider-Man's DNA with Lizard's along with the Venom suit to make the Carnage organism, and later steals a second sample of Spider-Man's from the lab. Reilly later helps Doctor Octopus with the creation of Spider-Man's five clones while employed by the CIA. However, Carnage attacks the lab and the four clones escape. One clone has Kaine's insane personality and facial scars, and wears a makeshift version of Ben Reilly's costume. On a related note, Spider-Woman's character plays the same role that Scarlet Spider (Ben Reilly) did from the original "Clone Saga" did.

What If?

• What If? #30, "What If Spider-Man's Clone Had Lived?", depicts a world where, after the Jackal's bomb explodes at Shea Stadium, both Spider-Men are knocked unconscious and the clone awakens before the original. The clone, believing that he is the original Peter Parker, puts Parker into stasis in one of the Jackal's clone-growing devices and attempts to continue with life as normal. However, the clone has no memories from the time before the cell samples he had been grown from were taken, and is confused and lost in the world of the real Peter Parker. This memory gap and the discovery of the Jackal's notes on his cloning process, leads the clone to realize what he truly is, and he frees the real Parker just in time for both of them to confront a threat from the Kingpin. Afterwards, the clone prepares to leave to seek his own fortune, but accepts an offer from Parker to co-operate in "shifts", switching between being Parker and Spider-Man. In this story, the clone never establishes a separate name for himself, and is referred to as "Spider-Clone", "brother", or "bro" by the original Parker.
• What If? vol. 2 #86, "What If Scarlet Spider Killed Spider-Man?", gives an alternate ending of the "Clone Saga". During the time Spider-Man is under the Jackal's control, the Scarlet Spider and Spider-Man fight until there is an explosion. Reilly's body is later found washed ashore and Peter Parker is believed to be dead. Reilly awakens in hospital and finds Parker's friends and family, who believe he is Parker, around his bed. The following year, Reilly and Mary Jane discover that their baby, May, is dying of blood poisoning. One night, Reilly wakes to find that May has been kidnapped. Ben searches for her and meets the Green Goblin, who reveals that he is behind the "Clone Saga" and needs May's blood for a serum. The two fight atop the George Washington Bridge, where Gwen Stacy was killed. During the struggle, they both fall into the river below. Reilly resurfaces with the Goblin's mask and the serum and is met by Mary Jane. Reilly discovers that she knows that his true identity is Ben Reilly. Mary Jane thanks Reilly and tells him to find his own identity.

Spider-Man: The Clone Saga

In September 2009, a six issue miniseries based on the clone saga comics of the 1990s, titled Spider-Man: The Clone Saga, was issued. The purpose of the miniseries was to tell the story as it was initially conceived. It is a condensed version of the Clone Saga without the plot points involving Traveler, Scrier, and covers several months of a fictional time period. The first issue introduces readers to the characters Ben Reilly and Kaine, and addresses Mary Jane's pregnancy and Aunt May's hospitalization. Reilly and Parker bond after Kaine attacks them, and Reilly decides to stay in New York, pretending to be Peter's blond haired cousin so he can build his own life. Reilly adopts the identity of the Scarlet Spider and begins working at the Daily Grind.

Reilly and Parker later work with Kaine to reach the lair of the shadowy figure responsible for infecting Mary Jane and Aunt May with a deadly genetic virus. The mysterious villain is revealed to be the Jackal, who captures all three and reveals his plans to make an army of Spider-Man clones to take over the world. Since Reilly is the only stable clone, Jackal takes a sample of his blood to perfect his cloning technique. When Jackal reveals another stage of his plan, to clone Gwen Stacy and another unknown figure, Kaine goes berserk, breaks himself, Parker and Reilly, free. During the subsequent fight, the clones dissolve and Jackal plants the first seed of doubt over who is the original Peter Parker. After Kaine kills Jackal, Reilly and Parker escape with the cure for Aunt May's and Mary Jane's virus. Parker retires and hands the Spider-Man identity to Reilly. Reilly spends several months in the role, while Parker gets ready to become a father. Reilly is shown as a less-polished Spider-Man and is somewhat insecure due to his relative inexperience because of his exile. Eventually, Mary Jane gives birth, Allison Mongrain kidnaps the baby, and later gives it to Kaine.

When Reilly goes searching for the baby, he is attacked by the Green Goblin, who is revealed to be Harry Osborn and working with Kaine. Though Reilly appears to gain the upper hand in the ensuing fight, the Goblin impales him in the back with his glider. Miraculously, Reilly survives the attack. Osborn had been plotting his revenge against Parker since his apparent heart attack. Osborn creates a clone of his father, Norman, to help him defeat Parker and Reilly; however, Norman jumps in front of Harry's Goblin Glider as it is about to hit Parker and is impaled in the back. Afterwards, Kaine returns baby May to Parker and Mary Jane, Aunt May survives and wants to help raise the child, and Ben Reilly leaves once again to travel the world and find a life for himself.

Spider-Verse

During the Spider-Verse event, Ben Reilly of Earth-94 was recruited into a team of multiverse Spider-Totems who were teaming up to fend off the Inheritors, who were trying to devour each and every Spider-Totem. In this particular universe, Peter Parker's powers did not return, with Peter remaining in Oregon while Ben has developed into a far lighter character without the burden of Peter's past, particularly aided by the string of successes he had as Spider-Man, including saving Marla Jameson from Alistair Smythe and preventing Doctor Octopus from taking his body.

This version of Ben Reilly lead a team featuring fellow-clones Kaine of Earth-616 and the Jessica Drew of Earth-1610 who are sent on a mission that requires their 'expertise' as clones of Spider-Man. The team ends up infiltrating Earth-802, a world conquered by the Inheritors and is ruled over by the Inheritor Jennix whose own efforts to clone spider-totems failed to clone the spider-essence itself. Ben Reilly, Kaine, and Jessica Drew of Earth-16010 which they battled the dimension's version of Iron Man, the Human Torch and then Jennix himself. Reilly would later sacrifice himself to destroy the cloning facility of the Inheritors, typically used to resurrect them if they fall during their trips to other worlds.

In other media

Television

• Scarlet Spider made his first animated appearance on the 1994 Fantastic Four animated series. In the episode "Nightmare in Green", his shadowed figure can be seen hanging underneath a building ledge where Doctor Doom fools the Hulk into believing that the Fantastic Four are enemies and then Rick Jones is hanging out with the Human Torch.
• Scarlet Spider appeared in the X-Men animated series. In the episode "One Man's Worth" [Pt. 1], he is briefly featured in one of the scenes depicting a large battle.
• Scarlet Spider (Ben Reilly) and Spider-Carnage appear in a central role for Spider-Man: The Animated Series, voiced by Christopher Daniel Barnes. In an alternate reality, he and Spider-Carnage were related; Scarlet Spider is Spider-Man's clone or vice versa as Miles Warren had "robbed them of their pasts". Due to the confusion, one became Ben Reilly after he dyed his hair yellow and took on the Scarlet Spider alias while his opposite, already struggling with the idea that he might not be real, met up with Scarlet Spider at the Kingpin's lair and the two fight before the Carnage symbiote emerged from an open inter-dimensional portal and bonded with the struggling one, driving him completely insane and turning him into Spider-Carnage. In the series finale where numerous versions of Spider-Man from different realities team up to stop Spider-Carnage, Scarlet Spider tells his origin to Spider-Man to which Spider-Man remarks "This is starting to sound like a bad comic book plot!". Spider-Carnage nearly destroyed the entire multiverse. However, Beyond and Madame Web were able to rewind time enough to gather Spider-Men worthy enough to stop the madman with Scarlet Spider being amongst them. In another reality, Spider-Carnage meets that reality's Ben Parker which causes him to gain clarity briefly, making him jump into a portal that destroys the Carnage symbiote and himself.
• Scarlet Spider / Ben Reilly appears in Ultimate Spider-Man vs. The Sinister Six, voiced by Scott Porter. Shown to have stingers under his arms and has a personal vendetta against Doctor Octopus, this variation's costume is identical to that of Kaine Parker's from the original comics. Introduced in season four, he refers to himself as 'the first spider' and 'not of your world' as he reluctantly works in the Web Warriors alongside Spider-Man (Peter Parker), Iron Spider, Agent Venom and Kid Arachnid. His origin and identity are deliberately left vague until his name is given to him by May Parker when unmasked and shown with a scar on his face. In "The New Sinister 6" two-part episode, Scarlet Spider plays a central role. He managed to afford a back-up birthday cake for May's birthday party just in case something bad happened to the one that Spider-Man brought. During the Sinister Six's attack on the Triskelion, it was revealed that Scarlet Spider was Doctor Octopus's spy in the S.H.I.E.L.D. Academy as the Sinister Seven's secret member. Scarlet Spider defeats then unmasks Peter in front of Doc Ock. It's apparently revealed that Doctor Octopus took Scarlet Spider in and gave him his powers and send him to get the key to an invention from May's house. Flash Thompson (via an advanced wheelchair) worked to keep Scarlet Spider from obtaining the key as May tries to reason with Scarlet Spider. This fails even when Spider-Man arrives. Upon getting the key, Scarlet Spider watches as Doc Ock uses the invention to turn HYDRA Island into Octopus Island. When May gets captured, Scarlet Spider is persuaded by May to help Spider-Man, thus Ben Reilly fights off his master for Peter and May. When Octopus Island starts to implode, Ben shoots an escape pod with Spider-Man and May out of Octopus Island, and then pilots Octopus Island to crash into the harbor; Spider-Man was unable to find Scarlet Spider's body. In reality, Ben is actually alive but decide to stay in the shadows from his allies and enemies alike, yet soon becomes suspicious of his actual origin and decided to confront Doctor Octopus for these further information, which is later continued on "The Spider-Slayers" three-part episodes where he takes Doc Ock with him to the HYDRA Island and tells Spider-Man and Spider-Woman not to follow him. After seeing to Ock receiving an update, he activated Zola and told Ben the truth about being a sintezoid with Spider-Man´s DNA and who is also the leader of the Spider-Slayers, and back to Triskelion, he´s attacked by Nova because he learned that he was Doctor Octopus´spy for revealing Spider-Man's identity, to endanger S.H.I.E.L.D. Academy and Aunt May, Iron Fist, Power Man and Squirrel Girl attack the Spider-Slayers and when they stop they agree to watch him with Agent Venom for his bad actions that deserve to be locked up for life, before Triskelion is attacked by Kaine. In two parts of finale season, "Graduation Day", he teams up with Agent Venom, Iron Spider, Kid Arachnid and Spider-Woman to help Spider-Man to protect Aunt May (after taking the blame for what he did to put her in danger) and find Doctor Octopus. When Ock takes control of the Triskelion where he places a contracting shield around the graduation ceremony. After, Doctor Octopus cooperates with Spider-Man to deactivate the contracting shield. Following the graduation ceremony, Scarlet Spider and Agent Venom become S.H.I.E.L.D. Academy teachers.

Video games

The character's attires appear as alternate costumes for Spider-Man (Peter Parker) where neither costume grants extra abilities in several video games:

• The character's Scarlet Spider and Spider-Man designs are alternate costumes for Spider-Man in the 2000 video game Spider-Man and 2001 sequel Spider-Man 2: Enter Electro.
• The character's Spider-Man and Spider-Carnage costumes serve as alternatives for Spider-Man's various attires in Wii version of Spider-Man: Web of Shadows.
• Scarlet Spider serves as one of Spider-Man's alternate costumes in Marvel: Ultimate Alliance, Spider-Man: Shattered Dimensions, Ultimate Marvel vs. Capcom 3 and Spider-Man: Edge of Time.
• Spider-Carnage can be unlocked as an alternative attire for Spider-Man in The Amazing Spider-Man 2.
• The character appears as two separate playable characters in Marvel Super Hero Squad Online, voiced by Chris Cox (as Scarlet Spider) and by Yuri Lowenthal (as Spider-Man).

Toys

Action figures of the character have been released over the years, including some released after the character's death:

• 1996: Scarlet-Spider (Ben Reilly) as an action figure by ToyBiz in the "Marvel OverPower Card Game – PowerSurge Invincibles" toyline.
• 1996: Spider-Man (Ben Reilly) with venom containment gear, featured as an action figure by ToyBiz.
• 1997: Spider-Carnage featured as an action figure by ToyBiz in the Spider-Man/Venom – Along Came a Spider toyline.
• 2002: Scarlet Spider (Ben Reilly) was a KB Toys exclusive in the Spider-Man Classics toyline.
• 2004: The Spider-Man Classics range from ToyBiz featured a Spider-Man (Ben Reilly) figure, which is slightly oversized compared to other figures in the range, is missing his wrist mounted web-shooters, and comes with a missile launching backpack.
• 2004: Spider-Man (Ben Reilly) featured as a Kubrick in a 5-figure Spider-Man box set released by Medicom Toy.
• 2005: Scarlet-Spider (Ben Reilly) featured as a Kubrick in Medicom Toy's Marvel Super-Heroes Series 4 toyline.
• 2005: Spider-Man (Ben Reilly) and Spider-Carnage Minimates were available in Series 10.
• 2007: A Scarlet Spider (Ben Reilly) Minimate was sold with Hobgoblin.
• 2008: Ben Reilly, in his redesigned Spider-Man costume, was featured as a figure in the Ares Build-A-Figure series of Marvel Legends. Although he is in his Spider-Man costume, his figure is labeled as "Scarlet Spider" to differentiate him from Peter Parker versions. Additionally, just one of the pictures on the package is Ben Reilly, being one art from the cover of Spider-Girl #94, and another from The Amazing Spider-Man #509.
• 2009/2010: Marvel's Super-Hero Squad range features both a Scarlet Spider figure (named "Ben Reilly Spider-Man" and packaged with Bullseye) and one of his re-designed Spider-Man costume (packaged both individually and with Carnage).
• 2016: Marvels "Marvel Legends packaged as "Ben Reilly Spider-Man". this figure came with 4 sets of interchangeable Hands, including a Spider-Carnage set and a Spider-Carnage interchangeable head. The packaging is the same as used with the Spider-Gwen action figure in the same line.

External links

• Bring Back Ben Petition
• Ben Reilly Tribute
• Life of Reilly
• Ben's Profile at Spiderfan.org
• Brief Bio at Insania 1998
• Brief Bio at SamRuby.com