The first part of my 2-card series of Sad!Spider-Man, and this was so much fun to do! I had the idea to use colored pencil as an ink deterrent to make clouds, and it worked so much better than the sketch I had! I originally planned for Iron Man to be on a billboard in the background but while I was staring at the blank lineart I was like... no I’m not inking a hideous billboard no. So I moved to color and had this epiphany!!

Anyway, I hope you enjoy. I don’t think his costume is film accurate at all but whatever, as long as you know it’s Spider-Man that’s good enough for me.