Issues 60-65

Carnage

After being wounded by a minor super-villain, Spider-Man goes to Dr. Conners to get himself patched up. Conners asks Peter if he could begin tests on his blood in order to discover some breakthroughs, which Peter agrees. With his lab assistant, Ben Reilly, Conners makes a creature using the combonation of Peter's blood and his own, using research from Richard Parker and Edward Brock Sr.'s Venom suit. The creature gains a humanoid form and escapes the lab, killing and feeding on it's victims to stay alive. Through it's shared memories with Peter, the creature makes it's way to the Parker home, where it kills and feeds on Gwen Stacy. May and Peter discover what happened to Gwen and are left devestated.

In the middle of the night, Conners visits Peter, with Peter realzing that this is all his fault. As Peter becomes more enraged, the creature emerges from the shadows and attacks Peter, needing his DNA to repair it's own. As they fight, the creature feeds on more victims, gaining the appearence of a grown up Peter, resebling his father. Peter ultimately defeats the creature by throwing it in a smokestack, destroying it forever. Conners turns himself in for the murders, with his assistant Reilly taking a sample of the creatur for himself. At school, MJ attacks Flash Thompson for making fun of Gwen, resulting in the gang sitting at detention. The experience makes Peter reflect on quitting being Spider-Man, but a nearby mugging forces him to take action.

Did You Know?

• Artist Mark Bagley was the co-creator of the original Carnage in the mainline Marvel comics, being the one who originally created his design. Compared to the original design, the Ultimate version features a darker shade of red along with orange accents and yellow eyes. The more monstorus design is also meant to coincide with the Ultimate Venom design, being more monsterous in appearance.
• The Ultimate Spider-Man video game includes an alternate depiction of Carnage. In the comic, Carnage is an artificial life form made from the Venom suit, Spider-Man’s and Dr. Conner’s DNA. In the video game, Carnage is the result of the Venom suit being injected into Peter’s bloodstream. He serves as the game’s penultimate boss against Venom, with the latter absorbing the symbiote and Eddie gaining control of the Venom suit.
• When it came to Gwen’s death, Brian Michael Bendis stated in an interview: “We were very flattered by the anger that came after Gwen died. Gwen was so different from her original incarnation in Amazing Spider-Man, that she was almost a new character. She was nothing like the way she was in Amazing Spider-Man. So when people were angry that we killed her, it was kind of flattering, because me and Bagley had invented her, and for people to be attached to her was nice, but the story was always about Peter. It's Peter Parker's book, and Gwen's death affects Peter's life, as we've already seen the downward spiral that happens. And when you say well why didn't you kill Mary Jane instead, or why didn't you kill Aunt May, the point of Ultimate isn't to spin anew the old stories, Spider-Man isn't broken. We're not trying to fix Spider-Man. It's to present the material a la when they put on a Shakespeare play, and they take Hamlet and they put it in a new setting, they're not fixing Hamlet, they're just presenting Hamlet. Does that make sense? So to rewrite Hamlet would be arrogant, there's nothing wrong with it. There's nothing wrong with the Spider-Man stories. In Ultimate, we do make changes. When Gwen Stacy died the first time, it had a profound effect and our job was to create a situation where it would again have a profound effect, and that was the challenge, more than to make a twist. We could even argue that if you needed a twist, maybe the twist was that we killed her again." [Bendis]