A distant future reality where the heroes are long gone and the old Manhattan was destroyed in an unknown event.

After finding one of the Heroic Age Spider-Man's web-shooters stained with a possible blood sample of him, archeologists Zack and Lana began exchanged thoughts about about the Heroic Age, its Spider-Man and all the people who followed in his footsteps. Eventually, the blood sample remains found in the ancient web-shooter made Zack think of replicating it to become the Spider-Man of his era.[1]