(Spider-Woman III#17 (fb) - BTS) - Donna and her twin sister Elizabeth, Bess for short, were the oldest of the Bliss sisters. At a young age, they grew obsessed with staying thin and had a hard time dealing with their younger sister Bonnie who was struggling with weight issues her whole life. She constantly felt her older siblings hated her because she wasn't pretty like them.
(Spider-Woman III#17 (fb) ) - When their parents were forced to leave them (see comments), they made arrangements for people to look after their children. However, they made Donna and Bess swear they'd always take care of Bonnie and that no harm would befall her. Bonnie didn't believe them and futilely begged her parents not to go.
(Spider-Woman III#16 (fb - BTS) - Over the years, Donna and Bess took care of Bonnie whose size steadily increased until she became largely stuck in their condo in Hollywood. Bonnie was supplied with a steady stream of junk food and magazines to help her pass the time. Donna and Bess even hired housekeepers to take care of her while they were trying to get their modelling career off the ground.
(Spider-Woman III#17 (fb) - BTS) - Donna and Bess grew up to resent having to take care of Bonnie, feeling their sister was sucking the life out of them, robbing them of their youth and smallest hope of happiness. Bonnie kept reminding them at every turn that their mother and father told them to take care of her.
(Spider-Woman III#16 (fb) - BTS) - Despite the care for their younger sister, Donna and Bess both managed to become successful fashion models, though their appearance became an ever increasing obsession.
(Spider-Woman III#16 (fb) - BTS) - The family's physician doctor Blakely diagnosed Bonnie with a heart condition, caused in part by her morbid obesity. He advised her to avoid stress and strenuous activities.
(Spider-Woman III#16 (fb) - BTS) - Donna and Bess hired housekeeper Rosa Esteves, who Bonnie ultimately fired because she felt she was mean to her.
(Spider-Woman III#16 (fb) ) - Donna and Bess consulted a weight loss specialist hoping to lose as much fat as they could. However, the woman tried to set them straight instead: they were twelve percent under their ideal weight for their height and age. The sisters didn't want to hear any of it.
(Spider-Woman III#16 (fb) ) - Donna and Bess came home to supply Bonnie with more food, but they were no longer able to hide their disgust. This upset Bonnie so much she flew into a rage, correctly pointing out they hated her because they were afraid to become like her. All the stress caused her to pass out, face down on the floor. Instead of trying to revive her, Donna saw it as an ideal opportunity to get rid of Bonnie. She convinced Bess it was best to leave their sister to die on the floor of their shared condo.
(Spider-Woman III#16 (fb - BTS) - Letting Bonnie die made Donna and Bess susceptible to the transferable curse of flesh without bone, bone without flesh that had previously tortured Rosa and her sister Maria Esteves.
(Spider-Woman III#16 (fb) ) - Rosa Esteves was waiting for Donna and Bess when they exited their condo to make sure Bonnie was dead before making them an offer.
(Spider-Woman III#16 (fb) - BTS) - Rosa took the girls to see their grandmother, a witch who offered to save them from a fate like Bonnie's if they would sell their souls. They agreed and were handed a potion, unaware all of this was part of the transfer ritual.
(Spider-Woman III#16 (fb) ) - Despite the fact the old woman scared them, Donna and Bess took the potion home. They laughed at the notion they even had a soul to sell after what they'd done and consumed the contents of the vial. Briefly fearing they might have drank poison, they went asleep. When they woke up the next morning, the curse had taken hold. Donna was shocked when her sister Bess entered the bed room in her new skeletal form.
(Spider-Woman III#17 (fb) ) - Donna realized what the old witch meant when she promised they would never be fat: they were now literally skin and bones. Donna also knew instinctively how to handle the situation. She effortlessly swallowed up Bess' frame, swiftly rearranging her skin over the bones so they now formed one beautiful looking woman again.
(Spider-Woman
III#3 (fb) - BTS) - Now known as Flesh and Bones, the sisters began
looking for ways to return to normal. This ultimately led them to an
alliance with Gray Dolman, himself possessed by the ancient power of
Shadrac. Donna fell for Gray and learned that she could drain off his
excess mystical energies that were causing him pain. Dolman wanted the
women to steal his shard of the Gathering of Five for him.(Spider-Woman III#3 (fb) - BTS) - To ensure their privacy, Flesh checked them into New York's Edison hotel under the assumed name 'Elizabeth Caine'.
(Spider-Woman III#3) - Flesh had Bones drop her in the bank's night deposit box, easily slipping through the narrow slot to access the bank. However, she had to abandon her search for the shard when she was spotted by security guard Sid who she instantly strangled. Realizing her cover was blown, she retreated to Dolman who was not too pleased that the mission had failed. However, he did welcome her offer to drain off the energy his conjoined form generated while Bones decided to make herself sparse.
(Spider-Woman III#3) - Some time later, Flesh and Bones were out to try and access the bank again, this time they were opposed by Spider-Woman (Mattie Franklin) who had been on the lookout for them after seeing security footage of the bank. The young heroine was grossed out when Flesh and Bones separated and was left open for Flesh's attack when Bones slammed her into a wall with brute force. Flesh enveloped Spider-Woman who, after five minutes of desperate struggling, passed out.
(Spider-Woman III#4) - Ignoring Bones' protests, Flesh tossed the unconscious Spider-Woman off the roof of a nearby building. Not waiting around to see the young girl die, they didn't see that her spider-legs saved her at the last possible moment.
(Spider-Woman III#4 - BTS) - Mattie Franklin started a search for Flesh and Bones, ultimately getting a vital clue from the all-knowing Morris Maxwell.
(Spider-Woman III#4) - Flesh and Bones were with Dolman when he was overcome by the power of Shadraq with whom he shared his form. In his new incarnation, Dolman was longer able to listen to reason, which the sister found out when Spider-Woman attacked and things went from bad to worse. Bones tried to run away, tearing through Flesh in the process. Dolman took a hold of Flesh and used her to grab Bones while the villain told Spider-Woman all about his motivations. In the end, his plans foiled, Shadraq prepared to retreat to a place deep underneath the Earth. Furious and jilted, Flesh dove in after him, seemingly severing the connection between Bones who instantly crumbled to dust, leaving a very confused Spider-Woman to wonder what had just happened.
(Spider-Woman III#7 (fb) - BTS) - At a certain point Flesh emerged from the underground.
(Spider-Woman III#18 (fb) - BTS) - The curse of Flesh and Bones was designed to work on twins. Without her sister, Donna's body began to slowly get consumed by the curse.
(Spider-Woman III#7 (fb) - BTS) - Bones, she began to prey on people for sustenance, swallowing their bodies and draining their energies in order to survive.
(Spider-Woman III#7) - Flesh took over the body of Sandra Miller, a young homeless woman. As she began to feed off her energy, Donna was determined to continue her search for Bess and find out why their psychic link had been broken.
(Spider-Woman III#9) - Sandra
Miller's life force only lasted Flesh a few minutes. She dumped the body
to lure her latest victim: a strong, healthy female police officer she
expected would sustain her a lot longer.(Spider-Woman III#13) - Flesh had no luck locating Bones and worst of all: she began to burn through hosts at an increased rate. Desperate and weak, she was approached by Miss Itch and Mr. Scratch who announced they had need of her.
(Spider-Woman III#15) - Miss Itch and Mr. Scratch watched as Flesh spat out her most recent victim. They then announced they were going to make her fondest wish come true: freedom. The sadistic duo then pinned the stunned Flesh with their magical walking canes.
(Spider-Woman III#15 - BTS) - Miss Itch and Mr. Scratch cut, tore and stitched Flesh's form and shaved her head in preparation for a ritual. They also told her where she could find Spider-Woman, who was a vital element of their plans.
(Spider-Woman III#15) - Flesh managed to get the drop on Mattie Franklin just outside her school. Not wanting to completely blow her secret identity by having a fight right where everyone knew her, Franklin allowed herself to be dragged to Itch and Scratch. She was then easily knocked-out with a form of poison.
(Spider-Woman III#15 - BTS) - Itch and Scratch covered Mattie in Flesh's form, stitching them together as part of the transfer ritual that would leave Donna in charge of Mattie Franklin's body, which was strong enough to deal with the curse of Flesh and Bones.
(Spider-Woman III#16) - Both Donna and Mattie weren't happy about being stitched together, but had a hard time talking because Itch and Scratch had sewn their mouths shut. Unable to move or defend themselves, the women were forced to relive Donna's memories of how she and Bess became Flesh and Bones. After Itch and Scratch figured the transfer was complete, they removed the stitches from Donna's mouth and revealed themselves to be her long lost parents. Moments later, Mattie revealed she was still in charge, using her spider-legs to tear through Flesh. An even bigger shock occurred when the flaming form of Bones burst through the wooden floor of the hideout.
(Spider-Woman III#17) - With Mattie looking on, Itch and Scratch tried to calm their daughters Flesh and Bones who were still furious at them for being abandoned at a young age. Bones went on to reveal how they were exposed to the curse, which was Mattie's cue to try and leave. Flesh and Bones were unable to stop her and Itch and Scratch failed to do so as well. As a result of the altercation, Bones lost control of her flames and seemingly burned the place down with Mattie as its sole survivor.
(Spider-Woman III#17 - BTS) - Mattie
discovered she hadn't escaped the transferal unscathed, she was now
suffering from the curse of Flesh and Bones.(Spider-Woman III#18 - BTS) - Miss Itch and Mr. Scratch took Flesh and Bones to a hotel room where they made a choice. With Mattie Franklin riddled with half of the curse, they had the opportunity to return one of their daughters to normal. They chose Bones, because she wasn't the one who had decided to let their younger sister Bonnie die.
(Spider-Woman III#18) - Flesh protested, ready to reclaim the body of her now gorgeous looking sister Bess. But Itch and Scratch stopped her and then shocked both sisters by announcing the only way Bess could ever be rid of her now freakish looking sister was through ritual cannibalism. Before they could force her to eat Flesh, Spider-Woman arrived (she was able to magically trace the other person who had her curse).
(Spider-Woman III#18) - After defeating Itch and Scratch, they were joined by Rosa Esteves, her twin sister Maria and their grandmother. Rosa quickly transferred the curse from Mattie back to Bess who became a skeleton again. Afterwards, grandma Esteves came in and told Spider-Woman to leave so they could deal with Flesh, Bones and Itch & Scratch. Though Mattie balked at the notion, she obeyed when the old woman told her that 'know more would be more than her mind could bear'.