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Flash Thompson  (of Earth-12041), better known as the Scarlet Spider and Agent Venom, is the top athlete and most popular student at Midtown High. He used to constantly bully fellow student Peter Parker, but ironically is the #1 fan of Peter's alter ego Spider-Man.


After Peter came to school, Flash Thompson placed him in a locker and left. When the Frightful Four invaded the school, he saw Spider-Man and he wanted to help and Spider-Man put him in a locker, making Flash believe that he was helping.

After Spider-Man defeated the Frightful Four, Flash tried to put Peter in a locker, but got saved by Luke Cage and accidentally trapped himself in the locker.

At Harry Osborn's party, Flash was in the bathroom when he encountered Peter and was about to give him a swirlie. The symbiote came out and attached itself to Flash, Flash enveloped by the symbiote fought with Spider-Man. Eventually the symbiote detached itself from him and attached to the other young superheroes instead.

Flash took the test of coach "Yaeger", he passed and attended the next day of him along with Harry and Danny Rand. The next day, Flash and Harry were chased by Taskmaster. At this point, Taskmaster thought he was Spider-Man. Flash ditched Harry and hid in Peter's locker. After Taskmaster was defeated by Spider-Man and White Tiger, he distracted Spider-Man and the villain escaped leaving his mask behind. He was then interviewed by the Daily Bugle Communications about the incident.

He was given the Spider-Man role in Mary Jane Watson's play which led to the Trapster mistaking Flash for the real Spider-Man.

He later started bullying Alex O'Hirn that resulted in his car being trashed by the Rhino. After he was attacked, Spider-Man explained to him that Rhino is Alex and he apologized for beating him up after Alex was arrested by S.H.I.E.L.D..

He later attended the party at Peter's, but was enraged when it didn't happen.

Trying to be a superhero, like Spider-Man, Flash temporary assumed the identity of the Scarlet Spider while trying to assist Spider-Man against Scorpion, who was bonded with the Venom organism. While being told by Spider-Man and S.H.I.E.L.D. to leave, a piece of Venom somehow secretly attached to Flash once again. When the Beetle attacks Spider-Man at their school Flash offers to help, but is shoved in a closet for his own safety. Wanting desperately to be of help, Flash triggers the symbiote, which covers him in an all-black suit which, combined with his football pads, gives him the basic silhouette of Agent Venom. After fighting Beetle and ripping off pieces of his Armor, Flash integrated the armor into his suit, transforming fully into Agent Venom. Though Spider-Man initially believed that the Venom symbiote was controlling him, Spider-Man soon realized Flash has it under control. After capturing Beetle, he was temporary in S.H.I.E.L.D. custody following the revelation that the symbiote perminantly bonded to him. He is later released and recruited into their Training Program as Agent Venom. He eventually joined the New Warriors.

Super Powers

  1. Spider Sense: Ock caught me off guard, but you and Spider-Man can anticipate danger.You have no idea how helpful Spider-Sense is. It warns me before a bad guy attacks. Even before I bite into a pizza that's too hot! Okay.


  1. Missiles