The Amazing Spider-Man #394 [Flipbook]
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.
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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).
Cast · 6 characters
Full credits
Full plot ⚠ may contain spoilers
▸ Reveal full plot — may contain spoilers
Spider-Man invades Ravencroft to confront Traveller. The Clone visits Aunt May. Mary Jane leaves to visit her family.
Plot details indexed by the Grand Comics Database (CC BY-SA).
