Midtown Manhattan, outside the office tower owned by Wilson Fisk, a.k.a. the
Kingpin of Crime, a large black wolf with glowing red eyes is prowling under a full moon. On the streets down below,
the Kingpin's men are unloading large stacks of money from a transport truck and into a vault when the black wolf suddenly
attacks them and kills all in sight. Less than a half hour later, at the East side apartment of the Arranger,
first lieutenant of the Kingpin, one of the Arranger's men storms into his bedroom and informs him that seven of their men
were killed slashed by some kind of wild animal and that writing on the vault wall in blood said "Kingpin, the wolves
come for you!"
The next morning at a graduate studies seminar at Empire State University, Peter Parker is lost in thoughts, pondering about
the second Gwen Stacy, who was revealed not to be a clone (as explained above), and wondering exactly how the villain known as
Carrion came to be. All this time, Peter is unaware that he is being called upon by the professor who is very
discontented that Peter is falling asleep during his class. He warns Peter that if this happens again, he will
"burn his butt", and then the class ends. On his way out of the classroom, Peter is accosted by one of his fellow
students, Malcolm McBride, who laughs at Peter's encounter with the professor. Peter fires back at McBride and shuts
him up with his response; causing some nearby girls to laugh at McBride. Peter then takes his leave and heads to the lab to
pursue an "independent study". It is revealed that Malcolm McBride harbours a great hatred of Peter because Peter aced
him out of a small research grant they both applied for the previous month.
Instead of pursuing an "independent study", Peter heads down the lab building's basement where Professor Miles Warren's
lab used to be located now sealed by the police, pending an investigation, which never took place. Using his trusty
spider-sense, Peter locates a loose floor stones and lifts it up, revealing a hidden cavity. Inside the hole, Peter finds a
book entitled "The Secrets of Life and Death" by Victor Von Frankenstein, which is actually revealed to be the
private research journal of Professor Warren. Peter grabs the book, slips it underneath his jacket and leaves the lab in a
hurry. As he makes his way out of the lab, he is unaware that Malcolm McBride has followed him in and is hiding underneath
the staircase. Once Peter is completely gone, Malcolm comes out of his hiding place and looks down the hole from which Peter
got the book. He is stunned when he finds a vial containing some kind of green substance, which Peter did not noticed.
Meanwhile at the Federal Courthouse in Philadelphia, Pennsylvania, the trial of Joseph "Robbie" Robertson is underway. The
current witness on the stand is none other than Lonnie Lincoln, a.k.a. Tombstone, who is being interrogated by Mrs.
Bernhammer, Robbie's lawyer. Mrs. Bernhammer asks Tombstone to acknowledge that he confessed in open court to the murder of
Isadore Hipper, an employee of Mr. Oswald Montana at the Federal Dockyard in Philadelphia on March 14th, 1968
(as seen in Spectacular Spider-Man #139). Tombstone freely admits that he did confess to the murder.
She then asks him to acknowledge that Robbie Robertson was present at the time of that murder and Tombstone replies that he was.
Mrs. Bernhammer explains that it is the State's contention that Robbie committed a misprision of felony when he failed to
immediately notify the federal authorities of what he witnessed. She then goes on explaining that the defence's contention is
that Robbie feared for his life and his family's welfare. She then proceeds to asks Tombstone if it is true that he tried to
kill Robbie when he finally threatened to expose him earlier in the year; showing him a picture of Robbie lying in an hospital
bed with his back broken. Tombstone replies that he would never hurt Robbie because hes his friend.
Tombstone's cross-examination over, Joy Mercado, who is covering the story for the Daily Bugle, leaves the courtroom and
calls Kate Cushing, who is back at the offices of the Bugle. Joy tells Kate that it doesn't look good for Robbie and that
Tombstone must have cut some kind of plea-bargain with the "Feds" in exchange for his testimony. She adds that apparently,
they want to make an example out of Robbie and the way it's going, they might make it stick. The conversation over, Kate hangs
up the phone and her thoughts reveal that she too thinks that Robbie is doomed. At that moment, Gloria Grant walks by,
looking very content, singing to herself. Kate asks her why she's so happy to which Gloria simply replies that she's in love.
Kate asks to know who the lucky guy is, to which Gloria replies that his name is Eduardo Lobo and he's from Texas. Kate
is stunned when she hears the name and asks Gloria to sit down and talk to her but Gloria is already on her way out of the room
since she is meeting him for lunch. Kate wonders how she's going to tell Gloria that the man she loves is a known criminal.
Later that night in the student dorms of Empire State University, Malcolm McBride is studying the virus-like tissue he found in
the wreckage of Professor Miles Warren's lab. McBride is taken aback by the amazing properties of the tissue: not only does
each tissue cell contain ten times as much nucleic acid as normal, but once exposed to air, the cells are multiplying at a
phenomenal rate. McBride realizes that the virus had to be created by recombinant DNA technology and that whoever designed it
was a genius. McBride is busy contemplating the idea of claiming it as his own when the virus springs to life and spills into
his eyes. McBride falls to the ground, screaming.
Meanwhile at May Parker's boarding house in Forest Hills Queens, Peter is reading Professor Warren's journal, which he retrieved
from the lab earlier. Peter seems angry with The Jackal (a.k.a. Professor Warren) for having lied to him about the creation of
the Gwen clone as well as lying about his true feelings for her. Peter reads an excerpt from the journal to Mary Jane:
September 19th. First day of class. I saw a young woman today...Gwendolyn Stacy. A magnificent creature as lovely as
alive. I'm afraid I fell in love instantly. A man my age. How absurd.
November 4th. Watching Gwendolyn and the other students take blood samples in class today...I almost confessed my
feelings. I would have appeared quite ridiculous, I'm sure. The child hardly knows I'm alive. Her only interest is in that
boy...Parker. I can't stand to see them together. I'm really quite obsessed. I want to possess her...at any cost.
May 21st. She's dead. My love is dead...killed by the Green Goblin...and that costumed vigilante, Spider-Man!
.
August 15th. I followed Peter Parker today. I hate him because he knew her love. Love that should have been mine!
I think...I wanted to kill him. At first as I watched him he seemed to shiver, as if warned of my presence by some sixth sense.
Then he shrugged it off...and did something incredible. He became Spider-Man. I thought I despised Parker before, but now I
know I barely understood the meaning of the term. I must avenge my love. I must destroy this man. How? How?
January 9th. Six months of planning, study, and experimentation have brought me to this. Today I waylaid a young pupil
of mine, Joyce Delany. She will be the second subject to undergo cellular-level transformation via the genetic virus I
developed. My assistant, Anthony Serba was the first. Three days ago, I infected him with a virus derived from Peter
Parker's DNA. The results were gratifying. Every cell of his body invaded and transformed by the virus, Serba almost instantly
became 'Peter Parker'...just as Joyce Delany now becomes Gwen Stacy. Serba remains drugged and unconscious elsewhere in my lab;
I'll have use for him later. But this girl, I have use for her now. She and Serba will be the instruments of my vengeance.
And if this plan should fail, I can always activate the 'Carrion' scenario.
That being the last entry in the journal, Peter and Mary Jane hit the sack. Lying in bed, Peter tries to make sense of the
whole ordeal and wonders why Professor Warren lied about Gwen. MJ replies that it doesn't make much difference now since Warren
is dead and all this is ancient history. Peter continues his ranting, explaining that Warren must have wanted to psych him out
before he sent Anthony Serba after him as the Spider-Man clone. Peter goes on explaining that Warren probably figured he wouldn't
fight as well if he, Peter, thought he was battling himself; and he was right. One thing still seems to trouble him however:
if Serba was the Spider-Man clone and Joyce Delany was the Gwen Stacy clone, then who was Carrion? MJ tells Peter that he needs
to leave it alone and put the past behind him. Peter replies that he can't, not when there are still so many unanswered
questions. Having said that, he gets out of bed, dons his Spider-Man costume and takes off into the night.
As he swings across the City, Spider-Man (Peter) tells himself that he has to remember that everything Professor Warren told him
was a lie. He also tells himself that when Warren said he became the Jackal to blot out his guilt for killing Anthony Serba, he
was lying, because Serba wasn't dead. He finally tells himself that, deep down, Warren must have felt remorse for what he did
to Serba and Joyce Delany and when he, Warren, realized Serba might die during their battle in an explosion meant for Spidey
that remorse forced him to rescue Spidey and Serba, at the cost of his own life (as seen in Amazing Spider-Man #149).
Lost in thoughts, Spidey wanders to Empire State University where he makes his way to Professor Warrens basement lab. But
just as he's about to enter the lab, his spider-sense suddenly kicks in. As he turns around, he comes face-to-face with
Carrion (for those of you who haven't figured it out, Malcolm McBride is the new Carrion remember when he was attacked
by the virus tissue earlier). Carrion finds it odd that Spidey knows who he is and would normally ask him to explain himself
but he'd rather see Spidey dies. On those words, Carrion leaps towards Spidey. Slightly caught off guard, Spidey still
manages to grab Carrion by the wrists to prevent him from touching him with his hands. Carrion is surprised that Spidey knows
that his touch means death and deduces that Spidey also knows that his body repels any organic matter and that consequently,
Spidey can't hold him. Spidey replies that he never wanted to hold him and having said that, he catapults Carrion above him
and sends him flying into a nearby brick wall. Carrion retaliates and violently kicks Spidey in the face, also sending him
flying towards a nearby brick wall. Spidey uses his spider-like agility to bounce off the wall and then he reassumes his
fighting position against Carrion, calling the latter a genetic virus. But Carrion catches Spidey by surprise and throws
some kind of red dust in Spidey's face. Within seconds, Spidey falls to the ground unconscious.
Spidey wakes up in a graveyard in front of Gwen Stacy's grave. Perched atop a nearby tombstone, Carrion asks Spidey how he
knew about the replicator virus. Spidey explains that he read about it in Professor Warren's journal and that he met him
(Carrion) before. Carrion replies that it is impossible since he only awoke a few hours ago. Spidey replies that it was a
different "him", another victim of the Professor's replicator virus. Spidey then asks Carrion if Warren left specimens of
the Carrion-DNA virus hiding around campus, like biological booby-traps. Carrion replies that he doesn't know, as his memory
is very limited, but he tells Spidey that Warren/himself designed a special replicator virus from Warren's own DNA endowed
with unique powers, and that he is the product of that design a creature both living and unliving whose purpose is to
avenge the murder of Gwen Stacy. He adds that since he, Peter/Spider-Man, is responsible for her death, then he clearly must
die. Having said that, Carrion prepares to throw more red dust at Spidey but Spidey shoots a web-line that hits Carrion's hand,
making him spill the red dust. Carrion is furious and leaps towards Spidey. Spidey dodges his attack, but Carrion keeps coming.
Carrion is envisaging his victory and anxious to tell his creator, Professor Miles Warren, that he has fulfilled his design.
At that moment, Spidey realizes that Carrion doesn't know that Professor Warren is dead. Using that information, Spidey decides
to lure Carrion across the cemetery to one particular gravesite. Close enough to the particular gravesite mentioned above,
Spidey allows Carrion to kick him in the chest, which sends him flying into a large nearby tombstone. All the while, Spidey
hopes that the graveyard's layout is the way he remembers it to be. While Spidey appears to lay unconscious on his back,
Carrion approaches him and prepares to use his "touch of death" to avenge Gwen Stacy's death. But he is suddenly stunned when
he sees that the tombstone reads "Here lies Dr. Miles Warren". Spidey who had been pretending to be unconscious all
along uses that moment of inattention and starts pummelling Carrion, telling him that Warren was a "sick man obsessed with
a dead woman" and that only "in the end did he understood what he'd become". Finally, Spidey lays down one last
tremendous punch that sends Carrion flying into Warren's tombstone, shattering it into pieces knocking him unconscious at
the same time. As Spidey stands nearby, he cant help but wondering who was the poor innocent man trapped inside the creature
called Carrion. Spidey envisages contacting Reed Richards of the Fantastic Four to see if he can find a cure for
the replicator virus. Spidey/Peter then turns his attention over to Gwen Stacy's grave and listening to what Mary Jane told
him earlier about putting the past behind him sometime he takes his leave; recognizing that as much as he once loved Gwen,
this is finally the end.
The end...for now.