This is my interpretation of Flash Thompson as Agent Venom, steampunk-style!
The Hellspawn base figure was perfect for this.

*Had to carefully carve out (using an X-Acto knife) most of the Spawn face mask and the "M" that runs across the front and back of the body as these were sculpted on the original figure.
*Then, using Aves Apoxie, filled in the carved grooves on the head, chest and back. I also added a "boot" on his left leg as the original figure does not have one. Added some small pieces of fodder to the left boot, including a small screw.
*I then gave this bad boy a complete repaint to bring out the details. The white spider was a monster to paint, but I'm happy with the results.
*Repainted the base and found two guns in my weapons fodder bag, which I also repainted.
*I left the peg hole in the back of the figure as is to add a symbiote appendage that can hold a gun. The appendage is made from a bendable water prop from the Young Justice Aqualad set, a hand from a B.A.F. Annihilus and some Apoxie. The gun is from a Grayson Hunt figure. I repainted both.

Completed July 15, 2012.
I hope you all like him.
Thanks for looking.
:)