The Venom symbiote has abandoned Eddie Brock to take over the body of Spider-Man. As the addicted Eddie begs for the symbiote to return to him, the ravenous Spidey/Venom holds off attacks from the Beetle and Silver Sable’s Wildpack. Suddenly his opponents retreat and our unfortunate hero looks up to see the Ultimates—Captain America, Iron Man, Thor, Wasp, and Hawkeye, backed up by Nick Fury and SHIELD—descending upon him. As the heroes attack, Venom seizes Captain America and prepares to eat him whole—until Spidey gains control of his mind long enough to hurl the would-be meal to safety. The other Ultimates fall back, allowing Thor to bring down a massive lighting strike on the Spider-monster’s head….
Peter Parker awakens the next morning in his bed, with no sign that anything unusual has happened recently. Aunt May scolds him for coming in late, worried that he was out when a monster was on the loose downtown. After she goes, Pete checks his e-mail and discovers a note from Nick Fury, telling him to come to the Triskelion. At the Ultimates HQ, Spidey meets with Fury and the heroes, where it is explained that the symbiote was removed from him and they put him back in his bed, drugging Aunt May to keep her in the dark, They also have Silver Sable in custody, though Eddie Brock managed to get away. And they will be experimenting with the symbiote as a bio-weapon, telling Pete that by creating it, his father may have started the next world war.