Spider-Man was a member of the New Fantastic Four when they along with, the Avengers and the X-Men fought Kang the Conqueror. Suddenly several of the heroes fade as Thanos activated the Infinity Gauntlet.
The Fantastic Four enlist Iron Man to their team and try to solve what is happening when Doctor Strange, the Silver Surfer and Adam Warlock arrive to gain their assistance. Warlock explains the situation to the Four and the threat of Thanos as being far greater than they have ever known. The Four and their allies are then teleport to Thanos' domain. Before he could annihilate his enemies, Mephisto, as his advisor, stops him. The Four confides with Warlock, Strange, and Surfer over how to defeat Thanos, but learns from Warlock that he and his associates won't reveal their plan to keep from alerting Thanos' omniscience. This creates distrust between the Four and their allies, in which Banner voices that Warlock hadn't done anything to stop Thanos when he wiped out half of all life across the galaxy. Warlock and his associates then leave in search of "more reasonable allies."
Regrouping, they attempt to take on Thanos again and witnessed the Titan easily defeat the universe's cosmic entities, Wolverine decided to team up with Thanos, replacing Mephisto as Thanos' advisor. The Fantastic Four changed their strategy in taking a Celestial armor, which is then implemented and controlled by Iron Man to attack Thanos. This, however, doesn't work. As Thanos shielded himself, Wolverine ask him if he has ever touched Death as a part of love. After defeating Iron Man, Thanos is strongly convinced of Wolverine's suggestion and uses the Gauntlet to touch Death. Just as he did this, Wolverine cut off Thanos' arm with the Gauntlet and leaves him to be physically assaulted by the Hulk. Spider-Man then utilize the Gauntlet and successfully restores the damages done by Thanos.