Meanwhile, the vampiric Morlun, who has hunted and destroyed "spider-men" for centuries, has returned from the dead to eradicate the web-slinger and consume his life force. Spider-Man barely defeated Morlun once before, but now his mysterious affliction has debilitated many of his powers; Morlun couldn't have picked a better time to strike. A brutal battle between the two left Spider-Man beaten, bloody and missing an eye. Spider-Man's life now hangs by a thread.

ACT 1: Morlun stands above Spider-Man's unrecognizable, bloody and battered body and gloats that he has beaten his enemy. But as he prepares to "feed" on the wall-crawler, police cars arrive on the scene and armed cops surround him. Morlun fears them not and slowly begins walking towards them. Within seconds, he kills the two cops closest to him and quickly makes his way to the rooftops, while the other cops open fire.

ACT 2: With Morlun gone, the cops and paramedics check up on Spidey, who lies in a pool of his own blood. At first, the cops and paramedics are adamant to take his mask off to give him oxygen, but one of them – thinking that removing his mask will give away his secret identity, which he's always been curious about – pulls the mask off his face. What comes next shocks them all: Peter's face is so bruised that he is unrecognizable; hence nobody could pick his face out of a line-up. Peter is put on a gurney, which is hoisted into a waiting ambulance and he is taken to a nearby hospital.

ACT 3: He is rushed into an operating room, where it is discovered that he has multiple broken ribs, a collapsed lung, irregular pulse, arterial tears, a concussion, and heavy intracranial bleeding. As surgeons work on stabilizing him, Iron Man, Captain America, and Luke Cage arrive at the hospital. Elsewhere, Jessica Jones, Luke Cage's wife, is driving Mary Jane to the hospital, while Jarvis tries his best to comfort Aunt May. Meanwhile, inside the same hospital, Morlun is walking around the halls to try and pinpoint Peter's location.

ACT 4: While Captain America, Iron Man and Luke Cage argue their way into the hospital to check on Peter, Mary Jane and Jessica Jones break into the hospital through a backdoor and MJ makes her way up the stairs to Peter's room, where she finds Morlun preparing himself to consume Peter's life force with little mouths protruding from his hands. MJ jumps on his back and starts scratching his face like a wild cat. Morlun backhands her and sends her flying into a wall. Bruised and battered, but wanting to protect Peter, MJ grabs a scalpel that is lying on the ground beside her and confronts Morlun with it. Morlun slaps the scalpel out of her hand, grabs her left arm and snaps it like a twig. This appears to awake something inside Peter, whose good eye suddenly opens, glowing red. As if possessed by demonic forces, Peter leaps out of his bed and tackles Morlun to the ground. Then, two stingers emerge from his wrists and he proceeds to pin Morlun to the ground by nailing them through both his arms and into the ground. Then, as if straight out of a horror movie, Peter grows these weird teeth and he "feeds" on Morlun, beginning with the head. Terrified by Peter's sudden transformation, MJ screams at the top of her lungs.

ACT 5: In a nearby lobby, Captain America, Iron Man and Luke Cage hear her scream. Iron Man grabs hold of Cap and Cage and the trio takes flight towards Peter's room. Back in the room, Morlun starts to disintegrate, while a purple-ish haze envelops the room. As Morlun comments that it wasn't meant to happen like that, he dissolves into dust. At the same time, pain courses through Peter's body and he collapses to the floor; while the purple-ish haze disappears. MJ crawls over to Peter to check up on him and to let him know that everything is going to be all right. Peter replies that it is time to let go and that his body is broken beyond repairs. MJ does not want to let go and refuses to say goodbye to him. Peter, on the other hand, utters the word "goodbye" and takes his last breath.

ACT 6: For the next hour, Iron Man, Captain America and Luke Cage say soft things to MJ and tell her that Peter died bravely and saved her because he wanted her to live on after him. Then, Peter is hoisted onto a gurney and a sheet is draped over his body. Since no one can know that Spider-Man has been killed and since no one can be allowed to uncover the link between Peter Parker, Spider-Man, Mary Jane and Aunt May, the Avengers take care of recovering dental records, fingerprints and blood from the hospital. Iron Man then blasts open a window, grabs hold of Peter’s body and flies off into the sun.

To be continued in Marvel Knights Spider-Man #21.