The supporting cast of Peter Parker's life are set up. He's a chump among chumps. He's tormented by just about everyone in school, with the exception of Harry Osborne, and he has a crush on a girl who won't recognize him. Being Peter Parker sucks... until the field trip the next day. Peter is bitten by a genetically altered spider that escaped at Oscorp and he starts going through changes. His reflexes are heightened, he can sense danger and he quickly figures out that he can stick to walls.
This was a limited edition variant from Dynamic Forces with art by Joe Quesada