Fearful Symmetry is the 8th episode of Spider-Man's arc in Marvel: All New, All Different Chronicles.


Featured Characters

Supporting Characters


  • Shadow Council
    • Doctor Octopus / Otto Octavius
    • Madame Masque / Whitney Frost
    • Marla Madison (first appearance)
    • Vulture / Adrian Toomes
      • Butterfly / Sha Shan Nguyen (first appearance as Butterfly)
  • Oscorp
    • Norman Osborn (flashback and main story)
      • The Goblin (illusion only)
  • Doctor Doom / Victor Von Doom (appears in TV, computer screen, or hologram; no dialogue)

Other Characters

  • Daily Bugle
    • Betty Brant (first appearance)
    • Robbie Robertson (mentioned only)
  • S.H.I.E.L.D.
    • Nick Fury (mentioned only)
    • Unnamed agents
  • Abigail "Abby" Boylen (single appearance; flashback and illusion only; deceased)
  • Midtown High School students
    • Harry Osborn
    • Ashley Kafka
    • Maria Jameson Madison (single appearance; flashback only; deceased)
  • J. Jonah Jameson (mentioned only)


As New York City's top reporter Betty Brant is broadcasting news about Spider-Man and his superhero team, the New Champions, having saved the city from Doctor Doom and his robot army[2], Peter Parker and his friends and classmates from Baxter Institute are preparing for a field trip to Horizon Labs, a science and technology center owned by Reed Richards' oldest colleague and benefactor Max Modell. Meanwhile, Norman Osborn is in a Oscorp facility near Horizon Labs speaking to J. Jonah Jameson's ex-wife dr. Marla Madison, who is working on a project which Osborn intends to use to get the Goblin out of his mind[3], although the Goblin plans to make it difficult for Osborn by manipulating his sanity. In the secret lab beneath the facility, a mysterious female figure awakens and begins punching a water capsule she is concealed in until she cracks the glass and softly whispers for someone to help her.

The Baxter Institute students arrive at Horizon Labs, in a field trip which is also attended to by Liz Danvers Rogers and her classmates from Bilderberg Academy, with Annabelle "Anna" Brady interested in publishing another live news story following her previously successful exclusive[4]. Right after overhearing news about Dr. Madison's work in Oscorp, however, Anna begins to envision an Air Force pilot crying for help as her aircraft is falling out of the sky, and nearly faints in exhaustion. Attempting to read Anna's mind to see what is wrong, Mary Jane Watson discovers that there is a unknown life form sharing some of the same mind and blood as Anna in the underground of the nearby Oscorp facility. Followed by Michelle Cage Jones / Wave, Liz suits up as Starforce and sets out to investigate. Alerted by his spider-senses, Peter is alerted of a impending threat to both Horizon Labs and Oscorp. Suiting up as Spider-Man, he investigates alongside Teresa / Iron Phoenix, Mary Jane / Tigra, and Sam Wilson / Falcon. They are soon confronted by Otto Octavius[5], who now operates as Doctor Octopus[6] and was sent by Madame Masque to steal Modell's latest invention. They defeat him and force him to retreat, but not before Octavius warns him that he is not the only one Masque sent; and Modell's project is not the only item she is after. Spider-Man contacts Starforce and Wave and warns them of the situation, asking them to be ready. In a hideout, Doctor Octopus regroups with Adrian Toomes / Vulture and his protegee Sha Shan Nguyen / Butterfly, and the two are ordered by Madame Masque to wait until their agent gives them the resources they need.

Overhearing Madame Masque's plan through a tracker which Iron Phoenix secretly implanted on Doctor Octopus' tentacles, Spider-Man and the team make themselves ready to stop her scheme while Starforce and Wave infiltrate Osborn's secret underground lab within the facility. The girls spy on Osborn and Madison, who are discussing about the project which Madison is working on. Just as Osborn is having a moment alone in the room, he begins developing a breakdown while seemingly arguing with himself, though Starforce and Wave soon learn of his dual personality disorder when they hear him simultaneously speaking with his normal voice and a different, more sinister voice (which happens to be the Goblin speaking through him). With LMD probes posing as their civilian guises, Spider-Man and the rest of the team watch over the facilities from the outside before they confront Doctor Octopus again, as well as Vulture and Butterfly. While sneaking further in the lab, Starforce and Wave find the water capsule and discover, to their shock, a metahuman girl (described in computers as Subject-001) with the same looks and voice of Anna. Hacking the computers, Starforce and Wave discover that 001 is a clone of Anna (whose blood-sample was collected by Harry Osborn for Oscorp some time before she left Midtown High) created with the combined DNA of Abigail "Abby" Boylen (an Air Force pilot code-named "Cloud 8" who died during an assault on Hydra one year ago), and powered by an elemental gemstone which allows the clone to manipulate the elements of Air. After freeing 001, they discover files revealing that Madison created 001 as an attempt to replace her deceased daughter and Midtown High student Maria. They spy on Madison, who is revealed to be Madame Masque's secret agent and, under the villainess' orders, activates the unfinished subjects which begin going for a rampage.

The students and teachers present in Horizon Labs facility are quickly alerted of the situation and find shelter while Tigra and Ned Leeds / Goliath shield the facility with a Vibranium Force Field to prevent the villains from breaking through. Starforce and Wave summon El Diablo to help deal away with the monsters and have 001 hide away for her safety, but after she and Anna envision each other in a similar moment and make peace with one another, 001 (reinventing herself as "Cloud 9") instead joins the fight. Doctor Octopus, Vulture and Butterfly are defeated and forced to retreat, while the Oscorp monsters are destroyed. Enraged, Madame Masque arrives and attempts to convert Cloud 9 to her control, but Cloud 9 (having been freed from Masque's impending brainwashing after Starforce removed the mind control implants from her head) fights back and (taking advantage of Masque's long absence from her ship) defeats her, forcing her to flee as she vows revenge. Madison is charged and arrested for her involvement with human cloning, while Osborn is placed under investigation for the monsters Madame Masque unleashed from the Oscorp facility, and again continues trying to fight the Goblin's attempts to control his body. Resuming their tour around Horizon Labs, Peter and his friends are praised by Richards and Modell (who also happens to be an informant of S.H.I.E.L.D.) for their efforts while they plan to rebuilt the destroyed Oscorp facility and convert it into their own personal headquarters, while Cloud 9 begins a new life in Pegasus Z, with El Diablo as her caretaker.

Voice Cast



  1. as Ms. Marvel, she is shown during Betty Brant's reports about the New Champions' heroism; as Kamala Khan, she is among the Bilderberg Academy students who attend to a field trip to Horizon Labs
  2. events from previous episode
  3. events from Living Brainstorm
  4. events from Universal Sportsmanship
  5. first appeared as Master Planner in A Better Genius
  6. as depicted in Shadows of Hydra
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