a result, Electro joined up with the Frightful Four. The Frightful Four prepared to attack Spider-Man after Dr. Curt Connors cured him of his Spider-Lizard form. The Frightful Four later arrived at the Statue of Liberty where Spider-Man and Human Torch met. Electro used a specially-made suit that imitated Human Torch's powers, in order to lure Spider-Man to them. Spider-Man was caught off-guard because of this and ended up overpowered. The Wizard then planned to have Trapster pose as Spider-Man and enter the Baxter Building. After Trapster's infiltration, the Frightful Four attacked the building, taking out the Fantastic Four one at a time. Although they were able to take the other three by surprise, they were defeated when Spider-Man escaped and came to Mister Fantastic's aid. Spider-Man tricked Electro into knocking out the Wizard, before he and Mister Fantastic trapped Sandman and Electro in a vacuum cleaner and a fire-hose respectively. Trapster surrendered when he was confronted by the other three Fantastic Four members after they regained consciousness. Thing was later attacked by the Frightful Four with Thundra as their fourth member. Medusa aided the Thing only to be roped up by Trapster. They then attacked Mister Fantastic and Invisible Woman as Franklin unleashed energy that ended up awakening Thing. The latter managed to fight off the Frightful Four, who were able to get away. While away from the Frightful Four, Thundra later kidnapped Alicia Masters in order to fight Thing at Shea Stadium. Wizard, Sandman, and Trapster reunited to hunt down the Fantastic Four after returning from Atlantis. The Fantastic Four managed to turn the tides against them. The Frightful Four took over the Baxter Building and captured the Fantastic Four. They subsequently held an audition for a fourth member much to the disappointment of the Baxter Building's landlord Walter Collins. Texas Twister was the first to audition, but declined when he learned that they are not going to pay him for his services. Captain Ultra was another person to show up at the audition and showed off his powers only to faint when one of the Frightful Four members lit a match. Then Osprey auditioned in order for them to give him superpowers which caused Wizard to attach a hover-disk to Osprey sending him flying out of the Baxter Building. Wizard announced on the PA stating that those who did not have superpowers did not need to audition.