| This has got to be the worst alternate universe ever. -Spider-Man
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|First Appearance:||Spider-Man 2099 (Volume 1) 29|
|Created by:||Peter David, Joe St. Pierre|
|Place of Birth:|
|Powers/Abilities:||Suphuman strength, superhuman agility,wall crawling, web-spinning|
|Unique Features:||Claws, fangs, extendable tongue|
Flipside was an android designed to copy the powers and appearance of any super-humans it came in contact with. It was left dormant until the year 2099 AD, where it was revived and encountered Spider-Man 2099. Its identification software believed he could be Spider-Man or Venom so it combined the power data from both of them and became a psychotic villain who believed he was the "Flipside" to Spider-Man 2099. He tried to be Spider-Man 2099's friends but when Flipside thought Spider-Man 2099 didn't like him he snapped and tried to kill him. After a drawn out battle, Flipside was destroyed. However it was revealed that Flipside can regenerate himself.
- Superhuman Strength: Flipside has the proportionate strength of a spider, able to lift 10 tons.
- Superhuman Agility: Flipside can leap distances up to 40 feet.
- Wall Crawling - The claws on his fingertips and toes allow Flipside to cling to vertical surfaces.
- Web-Spinning: Flipside has mechanical spinnerets in his arms that lets it generate synthetic webbing.
- Retractable Claws: Flipside has talons in his finger tips that he can extend at will.
- Limited Shape-Shifting: Because he copied the powers of Venom, Flipside can alter his shape to sprout a mouth full of fangs and long prehensile tongue.
- Regeneration: Flipside can recover from most forms of damage to his robotic body.