The Amazing Spider-Man #394 [Flipbook]

Oct 1994 · Marvel · 2.95 USD; 4.00 CAD

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About this Issue

Amazing Spider-Man #394 [Flipbook] is the second chapter of 'Power and Responsibility,' the opening salvo of the 1990s Clone Saga — one of the most consequential and debated multi-title storylines in Spider-Man history. The issue marks the in-continuity return of Ben Reilly (the Spider-Clone) to Peter Parker's world after roughly five years of self-imposed exile, reactivating a plot thread that had been dormant since Amazing Spider-Man #149 (1975) and setting in motion a two-year identity crisis over which man was the 'real' Peter Parker. Its unique flipbook format also bundles the second chapter of 'The Double,' a concurrent flashback serial presenting the origin of the Spider-Clone himself — making this single physical object a dual narrative entry point into the entire saga. The issue further introduces the Cabal of Scrier into the Clone Saga's sprawling mythology, a secret organization whose shadow would stretch all the way to Norman Osborn's eventual return.

Contains 2 stories

Power and Responsibility, Part 2: Breakdown!

23 pp · Superhero

Spider-Man [Peter Parker]Ben ReillyTravellerMr. NachtScrierChakraMary Jane ParkerAunt May ParkerChameleon (villain)Vermin (villain)Carnage (villain)

The Double Part 2: No Escape

10 pp · Superhero

Ben Reilly [Scarlet Spider]GUEST: Gwen Stacy CloneVILLAIN: Jackal

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History

The issue went on sale August 9, 1994, with a cover date of October 1994, edited by Danny Fingeroth under editor-in-chief Tom DeFalco. The 'Power and Responsibility' lead story was scripted by J. M. DeMatteis with pencils by Mark Bagley and inks by Larry Mahlstedt — the same core creative team driving the Clone Saga's flagship title at the time. The flipbook's back story, 'The Double Part 2 of 4,' was also scripted by DeMatteis but drawn by Liam Sharp (inks by Robin Riggs), giving the two narratives distinct visual identities within the same package. Marvel packaged the issue as a prestige-format flipbook with foil covers on both sides, a production approach applied across the four Spider-Man titles simultaneously launching 'Power and Responsibility,' reflecting the line-wide ambition — and mid-1990s gimmick sensibility — behind the Clone Saga's debut.

Trivia · 8 facts

On-sale date: August 9, 1994; cover-dated October 1994. Published by Marvel Comics.
'Power and Responsibility' lead story: script by J. M. DeMatteis, pencils by Mark Bagley, inks by Larry Mahlstedt. Editor: Danny Fingeroth; editor-in-chief: Tom DeFalco.
Flipbook back story 'No Escape! The Double Part 2 of 4': script by J. M. DeMatteis, pencils by Liam Sharp, inks by Robin Riggs. Subtitled 'Origin of the Spider-Clone,' it depicts the Jackal's creation of Ben Reilly and the circumstances that sent the clone on the run after Amazing Spider-Man #149.
In 'The Double,' Ben Reilly attempts to escape the Jackal's cloning pens; the Jackal uses the Gwen Stacy clone to foil his escape — directly involving both supporting characters in the clone's earliest days.
The 'Power and Responsibility' story introduces the Cabal of Scrier to the Clone Saga, represented here by the character Charles Bates (created by DeMatteis and Bagley), a mysterious organization that would later be revealed as an instrument of Norman Osborn.
The issue also features the early appearances of Judas Traveller and his Host at the Ravencroft Institute, alongside cameos by Scrier, Carnage, Vermin, the Chameleon, Mary Jane Watson-Parker, and Aunt May.
The crossover arc continues directly from Web of Spider-Man #117 and into Spider-Man #51, forming part of a four-issue 'Power and Responsibility' chain (Web of Spider-Man #117, Amazing Spider-Man #394, Spider-Man #51, Spectacular Spider-Man #217).
The issue was reprinted in Spider-Man: The Complete Clone Saga Epic Book One (2010) and is also collected in the Spider-Man: Clone Saga Omnibus Vol. 1 (2016).