Peter Parker faces a life-changing event that will give a whole new experience to everything he once knew as Spider-Man.
Peter has started to dream strange visions about his life as Spider-Man involving Uncle Ben, Morlun, Kraven and spider imagery, all of this after Tony Stark revealed to him that he's been acting strangely lately (suffering dizzy spots, losing his powers momentarily, etc.)
After facing off a criminal named Tracer, Spider-Man suffers a severe bullet injury. After being nursed to health and approved for a blood analysis by the doctor, Peter discovers that he's suffering a rare disease and has very short time to live. Unknown to him, he's being followed by Morlun, waiting for the time to attack him.
Spider-Man confronts his wife Mary Jane to tell her about his situation, but when he decides to tell his Aunt May, he ends up fighting against Tracer once again, this time defeating him and revealing him as a machine.
Spidey decides to web swing to release his stress, but ends up being caught up by Morlun, who proceeds to attack him and beat him, but lets him go after he finds out about Peter's condition. Spidey leaves in defeat but on the way back he finds and severely beats Ox (seeing him as Morlun) only to be stopped by Daredevil from giving the thug further damage.
The following day Spider-Man receives another assault from Morlun, this time more severe than the previous one. Spidey gains the upper hand momentarily, only to be savagely and severely beaten by Morlun (to the point of plucking one of his eyes and eating it and leaving him in a major bloody mess). The NYPD and medics arrive to take him to the hospital while Morlun flees the scene to wait for the right time to finish the job. The New Avengers and Mary Jane arrive to the hospital only to watch Morlun attempting to kill Peter. MJ defends Peter only to be attacked by Morlun, prompting Peter to gain one last measure of strength to morph into a Spider-like creature with razor sharp teeth and stingers coming out of his wrists to assault and kill Morlun. With his last breath he gives MJ his final words and farewell while Iron Man takes away his body so his death won't go public.
While discussing how to deal with the death of Spider-Man and the disappearance of Peter Parker, strange noises come from the tower. By the time the Avengers find out, all that's left is Peter Parker's dead skin.
Peter ended up inside a cocoon underneath the Brooklyn Bridge. Inside he had a vision about a spider-like entity that informed him that all these years he had been neglecting his arachnid side. It was his spider-side who saved Peter's life in the battle against Morlun, but in order to return to life he must embrace his "Other" side. Peter accepts the deal and re-emerges revitalized.
After dealing with the medical tests, revealing that his evolution healed him of all his injuries and diseases from years past, Peter finds his dead skin now filled with tiny spiders, facing off a mysterious entity who came to claim Peter's life, but fails to do so.
Afterwards, he goes to save the lives of several citizens, discovering new powers (like night vision, his sedative stingers, etc.) and finds out that his evolution came after he embraced his "Other" side finally.
- Friendly Neighborhood Spider-Man #1
- Marvel Knights: Spider-Man #19
- Amazing Spider-Man #525
- Friendly Neighborhood Spider-Man #2
- Marvel Knights: Spider-Man #20
- Amazing Spider-Man #526
- Friendly Neighborhood Spider-Man #3
- Marvel Knights: Spider-Man #21
- Amazing Spider-Man #527
- Friendly Neighborhood Spider-Man #4
- Marvel Knights: Spider-Man #22
- Amazing Spider-Man #528
- The story spanned across all three of Spider-Man's series at the time: Amazing Spider-Man, Friendly Neighborhood Spider-Man and Marvel Knights Spider-Man.
- Due to the events of One More Day, it is unknown if Spider-Man retained the powers he gained through his evolution, since he's currently using his mechanical web-shooters.
- During the events of Spider-Island, Peter Parker's clone Kaine killed the Spider-Queen using the same stingers Peter had during this event, and has since had them as part of his power set in his role as the Scarlet Spider.
Peter repeatedly blacked out, felt weak and his prowess in combat reflected such. Unfortunately the one villain he could never beat returned, more than ready to finish Parker off for good. After almost dying from his wounds in a battle against the energy vampire, Spider-Man's body underwent a metamorphosis that granted him greater power than ever before, having literally shed his skin. This status quo would be maintained throughout Civil War and the Back in Black saga, all the way until One More Day concluded, which altered reality itself. One More Day resulted in Peter losing all of these powers; however, the events of this event are believed to have happened due to Kaine having gone through a similar change later when he was Scarlet Spider.
- Enhanced Superhuman Strength: His strength was further increased so that he could lift 20 tons.
- Enhanced Superhuman Durability, Speed, Agility, and Reflexes: In a fight against Mysterio after The Other arc, Spider-Man stated that he had become more durable, faster, more agile and reflexive.
- Psychological Awareness of Environment: Spider-Man's spider-sense could be used to psychologically see his surrounding environment, even when blinded or in extremely dark conditions. Spider-Man could ascertain non-threatening information, such as detecting the concealed presence of loved ones.
- Night Vision: Spider-Man's vision had been enhanced to the point that he was able to see clearly at night, or at least in very dim lighting.
- Vibration and Air Current Sense via Hair and Webbing: Spider-Man also possessed the ability to sense vibrations and currents of air transmitted on the hairs on his arm or on his web lines.
- Enhanced Regenerative Healing Factor: He gained the ability to rapidly recover from severe injuries such as broken bones and large amounts of tissue damage in a matter of hours. Ambushed by the Rhino, he received heavy bodily damage, only to heal before the issue was over without medical attention. Peter was heavily beaten and drugged, suffering multiple fractures and blood loss by the Jack O' Lantern and Jester in Civil War, yet was almost completely healed in the next issue.
- Vibration Sensation via Webbing: Spider-Man's senses evolved to the point that he was now able to sense vibrations transmitted from his webbing. Spider-Man could utilize this to find beings or objects within buildings or other places by the vibrations they emit when moving.
- Hibernation Healing: Spider-Man entered a state of dormancy and shed his skin and outer tissues, just like an actual spider could at least once in its life time. Spider-Man's intermittent black outs and loss of superpowers were the involuntary attempts of his body to enter this dormant state. Parker was simply too stubborn to allow himself to hibernate but finally did so as a result of his near-death experience against Morlun.
- Stingers: Spider-Man developed retractable, razor-sharp stingers that were located within his arms. They released a polyamine venom, causing direct trauma and/or flaccid paralysis via interference with nerve impulse transmission. While a typical injection could paralyze a normal adult human for several hours, the impalement also proved fatal to the nigh-invulnerable Morlun. How it pierced Morlun's skin is yet unknown, and may have involved mystical factors. Parker had subconsciously extended his stingers in response to stress later on.
- Fangs: Spider-Man grew a mouth full of razor sharp fangs that he used to land the fatal blow to Morlun.