Earth-11941 is a reality where Curt Connors died, Eddie Brock became the Scorpion and committed suicide, Flash Thompson was killed, and Spider-Man died after mutating into the Man-Spider.


Main article: Earth-11941/Timeline

While fighting Curt Connors, who had been transformed into the Lizard, Spider-Man tried to get hold of the Neogenic Recombinator to transform the doc back. However, he was knocked into the water by the Lizard who fell in also and they fought.[1] Spider-Man could not save the Lizard and they both nearly drowned, but Spider-Man got out while Curt was lost. He sadly pronounced Curt dead to his wife Margaret, who was devastated. Peter was also sad about losing his teacher of whom he was fond, and also felt that it was his fault Curt was dead, like what happened to his Uncle Ben.

J. Jonah Jameson promoted the fact that Spider-Man was responsible, and issued a bounty on Spider-Man, and many men tried to capture him. Beforehand, Jameson had hired Farley Stillwell to create a being capable of destroying Spider-Man. Stillwell created a battle suit which would be given to a volunteer who would be irradiated to have their DNA structure changed. Jameson offered his reporter Eddie Brock the chance to become the volunteer, and Eddie happily agreed. Eddie was transformed into the Scorpion.[2]

While Eddie, the Scorpion, fought Spider-Man and got the upper hand, Margaret Connors felt guilty knowing that it was not truly Spider-Man's fault that her husband was killed, and went forward to give her evidence. In his helicopter, as he viewed the fight, Jameson, after hearing Mrs. Connors evidence, in an attempt at dignity told Scorpion to stop attacking Spider-Man. Eddie, however, was angry at the idea of not destroying Spider-Man, since that would mean he'd been mutated for no reason. He then attacked Jameson's helicopter before kidnapping him, insecure and planning to use radiation to turn himself back to normal. With New York City at threat from radiation, Spider-Man (and and reluctant Jameson) stopped him and he was imprisoned.

When the Kingpin forced Norman Osborn to have Spider-Man destroyed, Osborn hired Spencer Smythe to create Spider Slayer robots to carry out the task. In exchange, Osborn would build a hoverchair for Spencer's paralyzed son Alistair. However, the robots accidentally kidnapped Flash Thompson who was impersonating Spider-Man for fun to taunt Peter Parker. Thompson was taken back to Oscorp, where he was unmasked and eliminated by the Kingpin's men, who thought he was actually Spider-Man.[3] Thompson's body was disposed of into the ocean some distance from the NYC coasts, while the fake Spider-Man costume was hung up in the Kingpin's empire as a souvenir.

When the Kingpin realized that the real Spider-Man was still alive, he kidnapped Norman's son Harry, demanding that Norman finish the job and have Spider-Man destroyed. However, Spencer and Alistair Smythe weren't interested in building any more robots since Norman had already supplied Alistair with a hoverchair.[4] Norman hired the Hobgoblin to destroy Spider-Man, but the goblin failed and was caught by the police. Left with no other option, Norman was forced to seek the help of Spider-Man, telling him everything including how the Kingpin had tried to force him to destroy him, how this resulted in the death of Flash Thompson, and how the crime lord had now kidnapped Harry. Although angry at first with Osborn for the death of his friend, Spider-Man agreed to help save Harry, aware now of the Kingpin's identity. After Spider-Man saved Harry from the Kingpin's clutches, the Kingpin, aware that his identity was at risk of being revealed to the public, decided to abandon his criminal building and relocate somewhere else, although Spider-Man nor Osborn could gather enough evidence to exploit him.

Spider-Man later saved John Jameson from a shuttle crash. Brought in the shuttle incidentally was an alien symbiote, which needed to bond to a host to survive. It sought a vengeful host in an imprisoned Eddie Brock, who had previously been transformed into the Scorpion and vowed revenge on Jonah Jameson.[5] However, Spider-Man stopped him and along with John Jameson set up for the symbiote to be flown back into space. After, Farley Stillwell told Brock that he couldn't reverse the Scorpion transformation, so Brock committed suicide.

The Kingpin later assembled the Insidious Six, having broke Hobgoblin, Mysterio, Doctor Octopus and the Chameleon out of jail, and recruited two new villains Shocker and Rhino. He attempted to use them to destroy Spider-Man, but despite suffering from a mutation disease that caused him to lose his powers he managed to defeat them, and they disbanded.

Herbert Landon created a formula which could destroy mutants, and kidnapped Beast, but was stopped by the rest of the X-Men.

Eventually, Spider-Man's mutation disease flared out of control, and he turned into the "Man-Spider". Terrorizing New York City, the Man-Spider was captured and kept in S.H.I.E.L.D. custody for the rest of it's life until it died of excess mutation.[6]

For further history regarding events past the end of Spider-Man's life, see the timeline.


Earth-11941 is diverged from Earth-92131. Because Curt Connors was killed during Spider-Man's first fight with the Lizard, this led to a much different timeline and because no Doc Connors was there to help him through his mutation disease, Spider-Man mutated into the Man-Spider and was never helped, eventually leading to his death.


  1. At this point, Earth-92131 is diverged. In that reality, Spider-Man had managed to acquire the Recombinator before falling into the water, and Doctor Connors was saved.
  2. Eddie Brock became the Scorpion instead of Mac Gargan because Jameson chose to create the Scorpion earlier than he would of it Connors had survived.
  3. Thompson was not saved because Eddie Brock was not present to report the scene, therefore Spider-Man did not know where to go to save Thompson.
  4. Alistair never became an associate of the Kingpin's because his father Spencer never died, simply because Spider-Man never arrived at Oscorp to save Thompson.
  5. The symbiote never bonded to Spider-Man because Jonah Jameson never agitated him by slandering him for robbing the shuttle, since Rhino never turned up to steal the Prometheum-X.
  6. Spider-Man never went to Doctor Connors for help and advice concerning his mutation, since the latter had previously been killed. Therefore, Spider-Man could never seek a cure and was transformed into the Man-Spider, leading to his imprisonment and eventual death.