Ben Reilly arrives in Las Vegas to make a life for himself, unknowingly abandoning his brother in an Octobot while Otto Octavious controls his body. Kaine follows him to Las Vegas, as he's begun to degenerate and needs his assistance. But Tombstone tracks Kaine to Las Vegas, wanting a Spider-Man clone for himself. While trying to establish a life for himself with a woman he's met named Janine Godbe, Ben runs into Liz Allen, whose brother Mark Allen ran to Las Vegas to try to escape Tombstone, but needing to pay off a hefty debt, Mark agrees to bring him Kaine. Ben reluctantly becomes the Scarlet-Spider to help his deformed brother Kaine fend off Tombstone's forces.
Releases after Superior Spider-Man: My Own Worst Enemy and before Jackpot