Well this started out as a simple John Romita (Snr) drawing of the amazing Spider-Man. The original drawing simply showed the character crouching and a shadow. After coloring the image, I decided that Spider-Man would be crawling through a dank tunnel or sewer. I created this background using a combination of layers tweaked using the perspective tools to create the illusion that the tunnel was narrowing behind our hero. After looking at the image for a few days like this, I decided to flip it vertically and add some additional elements – so now Spidey and crawling UP the wall of a down spout, towards the lip of a horizontal section upon which there is a small puddle of water – in my head this signifies that Hydro Man is up there waiting for him.