| Val Cooper, acting head of the Commission, organized a top scientific team--Dr. Carter Napier, Dr. Sylvie Yacqua, Hashi Noto-- to try to create a new breed of super-heroes that would serve the government. Based on Yacqua's recommendation of the drugs found in the plants in the Amazon jungle, Yacqua and Noto were dispatched there, led by the guides, Walter & Elizabeth Cornwall, they gathered a number of chemicals designed to give a subject spider-like powers. Seeking a physically fit and loyal test subject, Cooper recommended Julia Carpenter, an old college associate of hers, as well as the daughter of the Cornwalls. Cooper convinced Carpenter to come work for her, and the scientists transformed her into Spider-Woman. |
| After Spider-Woman left the government service, the Manipulator secretly met with Yacqua, Noto, and the maintenance man, Theo, convincing them to take spider-serum variants, transforming them into Arachne, Antro, and Therak, respectively. |
