Appearing in 1st story
- Carnage (Dr. Tanis Nieves) (Main story and flashback)
- Iron Rangers
- Shriek (Frances Barrison) (Main story and flashback)
- Carnage Symbiote
- Spider-Man's Doppelganger (Revealed to be alive)
- Hall Industries
- Tanis' childhood dog (Only in flashback)
- Tanis' father (Only in flashback)
- Tanis' mother (Only in flashback)
- Clyde the security guard
- Cletus Kasady (Revealed to be alive)
- God (Yahweh) (Invoked)
Races and Species:
- Humans (Main story and flashback)
- Klyntars (Only in flashback)
- Mutants (Only in flashback)
- Living fractals
- Dogs (Only in flashback)
- Earth (Main story and flashback)
- United States of America (Main story and flashback)
- Hell (Invoked)
- Spider-Man's Suit and Web-Shooters
- Bleeding Edge Armor
- Iron Ranger Armor
- Hall Industries' Symbiote Prosthetics
Synopsis for 1st story
Tanis Nieves recalls the time she was six and found a three-legged, one-eyed dog, which her parents took to the pound. Upon learning that the dog was going to be put down, Tanis had fought back - even biting the veterinarian - and her parents had decided to let her keep it; the Carnage symbiote interjecting and showing her Cletus Kasady's memories of the time he killed his mother's dog. Realizing that the symbiote is trying to take over her mind, Tanis tries to maintain her sense of identity by recalling when she graduating from university and became a psychotherapist, hoping to help the insane. The symbiote responds by showing her Cletus's memories burning down the Estes School for Boys. Tanis, still hoping to fight off the symbiote, remembers becoming the head doctor at Ravencroft and finding another "maimed animal" in the form of Frances Barrison - the symbiote interjecting that she's called Shriek. Ignoring it, Dr. Nieves recalls she refused to give Frances the anti-psychotic drug Thorazine in response to her claiming to have seen a six-armed Spider-Man in her window because she doesn't put "patients to sleep." The Carnage symbiote remembers Cletus using Shriek to kill others and planning to kill her like he had his mother's dog when he grew bored of her. Tanis tries desperately to stop it from taking over her mind as it has already taken control of her body, which it is currently using to fight the Iron Rangers.
Elsewhere in the facility, a pair of scientists prepare to conduct an autopsy on the corpse of Doppelgänger, hoping to be able to exploit legal loopholes to conduct unethical research on the eldritch creature's body. An alarm goes off, alerting them that the Carnage symbiote has escaped, and they flee the lab without returning the monster's body to the freezer.
Outside Hall Industries, Spider-Man and Iron Man follow the Iron Rangers' trail when Spider-Man realizes that his spider-sense isn't working despite the blaring alarm, meaning a symbiote is blocking it. Royal Blue bursts through the parking lot and crash-lands next to them, Spider-Man scolding him for messing with symbiotes, having been bonded to one himself. Royal Blue shakily asks if Spider-Man can talk to it as Carnage climbs out of the fissure. His worst fears confirmed, a horrified Spider-Man grabs Royal Blue and yells at him for bringing Cletus Kasady back to Earth. Royal Blue tells him that Cletus is dead and that the symbiote's current host is Dr. Tanis Nieves.
Inside the lab, two PMCs try to escort Frances back to her quarters, but she refuses to go anywhere without her psychiatrist despite being told that the symbiote has taken over her. Growing frustrated, one of the guards slams her to the ground, while inside the autopsy room Doppelgänger's defrosting body starts to move. Outside, Spider-Man notes that the symbiote's feral behaviour means it hasn't truly bonded to Dr. Nieves yet. He volunteers to go first due to his experience fighting it, but as Carnage turns and roars at him he reconsiders and sends Iron Man in first. Carnage easily bowls Iron Man over, but as she approaches Spider-Man he calls out to Dr. Nieves. Screeching, Carnage transforms her arms into bat-like wings and flies away. Spider-Man remarks he didn't see that coming, and Iron Man asks if he means her flying or not trying to kill him.
As the two guards drag Frances to her quarters, she struggles against them and threatens to scream. Doppelgänger - missing the lower half of its body - crawls towards them along the wall, recognizing Frances and calling out to her. The guards panic and shoot at it, throwing it to the ground when it pounces on them and trying to beat it to death. Frances shouts at them to leave it alone, but when they ignore her she kills them with a scream, relapsing into her Shriek persona as she recalls how much fun murder is.
As Carnage perches on a cab in the middle of a crowded street, Dr. Nieves rejects the symbiote's attempts to convince her to bond with it, psychoanalyzing the alien and dismissing it as a spoiled child throwing a tantrum. In response the symbiote tries to make her jealous, sneering that it doesn't need her and that she can't stop it from taking its revenge. As Carnage escapes into the sewers, Iron Man, Spider-Man, and the Iron Rangers arrive; Royal Blue deducing that the symbiote is headed to corporate HQ to take revenge on their boss. Royal Blue alerts Hall, who enters a safe room before telling him that the Carnage symbiote isn't after him. Before he can finish, Iron Man bursts through the wall of the safe room, telling Spider-Man and the Iron Rangers that Hall is secure. Spider-Man berates Hall for bringing the Carnage symbiote back to Earth and says that it's looking for revenge, but Hall reiterates that it's not after him. When Spider-Man asks what he means, Hall reveals that Cletus Kasady was still alive when they recovered Carnage from orbit and that he had been unable to bring himself to let the sociopathic serial killer die.
In a secret facility under the corporate HQ, Carnage slaughters every guard and scientist she comes across, the symbiote showing Dr. Nieves what it does to those who defy it and threatening to do the same to her when it no longer needs her. Smashing through the glass door to a cell, the symbiote separates from Dr. Nieves as a voice calls out to it and jokingly accuses it of adultery. His entire lower body replaced with biomechanical prosthetics, Cletus Kasady asks his symbiote if it has anything to say to him. It screeches at him and reaches out with tendrils, Cletus addressing it as his "baby" as it bonds with him.
Spider-Man and Iron Man face defeat and death at the hands of the blood-thirsty symbiote and its lethal new host! Bet Spider-Man never thought he’d actually miss the psychotic serial killer Cletus Kasady inside the murderous alien suit...