MJ, look, I know dreams are boring... but I keep having this one. It’s the day Uncle Ben died. The day I let his killer get away. It’s... so real, MJ. It’s like I’m there again. And yes, I know what you’re going to say. But this isn’t me beating myself up again, like always. It’s different this time. It’s a good dream. 
Appearing in "All My Enemies"
Featured Characters:
- Spider-Man (Peter Parker) (Main story and flashback) (Death)
Supporting Characters:
- Mary Jane Watson-Parker
- Spider-Man (Miles Morales) (First appearance)
- Benjy Parker
- Claire Parker
- May Parker (Vision or hallucination) (Deceased)
Antagonists:
- The Spider (Sergei Kravinoff) (Death)
- Doctor Octopus (Otto Octavius)
- Green Goblin (Norman Osborn) (Vision or hallucination)
- Electro (Max Dillon) (Vision or hallucination)
- Rhino (Aleksei Sytsevich) (Vision or hallucination)
- Vulture (Adrian Toomes) (Vision or hallucination)
Other Characters:
- Ben Parker (Mentioned) (Deceased)
- Burglar (First appearance) (Only in flashback)
- Radioactive Spider (First appearance)
- Victor von Doom (Mentioned)
- Tony Stark (Mentioned)
- Resistance (Mentioned)
- Reed Richards (Mentioned)
- Jessica Jones (Referenced)
- Kamala Khan (Referenced)
- God (Yahweh) (Invoked)
- Miles Warren (Mentioned)
Races and Species:
- Humans (Main story and flashback)
- Spiders (Only in flashback)
- Symbiotes
- Ewoks (Mentioned) (Topical Reference)
Locations:
Items:
- Spider-Men's Suits and Web-Shooters (Main story and flashback)
- Return of the Jedi (Mentioned) (Topical Reference)
- Venom Symbiote (Death)
- Doctor Octopus' Tentacles (Vision or hallucination)
- Goblin Armor (Vision or hallucination)
- Pumpkin Bomb (Vision or hallucination)
- Goblin Glider (Vision or hallucination)
- Rhino Armor (Vision or hallucination)
- Vulture's Wings (Vision or hallucination)
Vehicles:
- Quinjet (Mentioned)
Events:
- Civil War (Mentioned)
Synopsis for "All My Enemies"
At last, it is the year 2019, and Peter Parker is now 72 years old. In the 13 years since the death of Ben, the Civil War ended in a stalemate, and humanity ended up becoming tired of heroes. This led them to sell their souls to the Devil, granting power to Doctor Doom, who then proceeded to conquer the entire world. Many of the older heroes - Tony, Cap, Reed, and Jessica - as well as all of Peter’s enemies have since died or gone missing as a result of Doom, leaving Peter (whose true whereabouts were eventually exposed to the world) the last remaining hero of his generation, and subsequently the leader of the resistance against Doom. Despite this, he views the current generation as far better than his because of their comparative lack of emotional hang-ups, and his priority now is to guide them in the right path.
In the final stage of the resistance, Peter - accompanied by his apprentice, Miles Morales, who became Spider-Man prior to Peter’s reintroduction to the world - now plans to fly to a base orbiting Earth, which they hope to use as a doomsday device to dismantle all of Doom’s armada, they destroy the base to prevent reversal of the process, after which the Resistance can mop the floor with Doom. Peter says his goodbyes to MJ, as well as Benjy (who walks with a cane but is otherwise alive and a tech wizard) and Claire (who has become a superhero herself). Peter and Miles then hop into a Doom spaceship and fly towards the base.
Peter and Miles arrive at the base and begin venturing through it, where Peter notices that Miles is taking the situation too seriously. As they are working with the system, the power suddenly shuts down. As Miles tries to reconfigure the system, Peter goes to see what has happened, and discovers that their ship has been destroyed by a stowaway. The stowaway attacks Peter and reveals itself to be Venom, who has bonded with Kraven. Kraven attacks Peter and destroys his mask when Miles comes in to save him. Though Kraven also destroys Miles’ mask, Peter uses a sound device in his suit to disrupt the symbiote again, shattering it. Underneath, Kraven is revealed to have actually gone through with killing himself, with his skeleton being the true thing controlled by the symbiote.
Peter and Miles are regaining their bearings when Peter reveals that he knows a truth: Miles’ seriousness, as well as his Venom’s reaction to him and certain other clues, is the result of the fact that Miles isn’t really Miles. Instead, Otto Octavius has taken control of his mind. Exposed, Otto attacks Spider-Man and slams him against a wall. Otto reveals to Spider-Man that his intention for years was to swap minds with Peter to achieve a longer life, but because Peter also has aged he decided to settle for Miles. Otto also reveals that Doom gave him the means to do so as part of his grand alliance and a spy against Peter, but Otto is planning to turn on him by becoming a hero, the Superior Spider-Man. He then connects heads with Spider-Man, and they proceed to enter the space in Spider-Man’s mind.
Within the mind, Otto declares that he wishes to destroy Peter’s consciousness, and calls upon imaginative members of the Sinister Six - Venom, Rhino, Green Goblin, Vulture, and Electro - to do so. In response, Peter creates versions of his past self from each of the previous decades, and they dispatch them easily. Otto, alone again, tries to transform into a larger version of his younger self when Peter whips out a trump card: Aunt May. May reaches out to Otto by telling him she loves him and mentions how he could never accept his own limitations. She encourages him to give Miles his body back and be a hero in what little is left of his life. As Otto leaves Peter’s mind, Peter also talks to May and asks him if Otto wanted closure, what does he want. May responds by saying that what he wants most is to save Uncle Ben, but he can’t, so instead he saves everyone else. And she encourages him, in his own final act, to do the same for the entire planet.
Spider-Man wakes up from and zips back into the base carrying an unconscious Otto. Otto had already deployed the Doomsday Pulse, but Venom’s interference has resulted in the base slowly destroying itself. He rushes Otto over to an escape pod and placed him inside; Otto protests, but Spider-Man refuses to let him stay as he would inevitably take Miles down with him. Once Otto has been sent down to Earth, Spider-Man begins patching up the base, keeping it from exploding. In the end, he is unable to do one single hole, but the Venom symbiote, in one final act of connection, covers the hole up, as both of them realize they are going to die.
In his final moments, Peter enters the space in his mind again to talk to MJ, back when they were still young. He asks her if everything will be all right with Otto, Miles, and their children, and she ensures him they will. MJ, however, does question how reliable she herself is due to her merely being a figment of Peter’s imagination, but Peter tells her that after a lifetime with her, he knows her better than himself. His final words are “You’re my heart, Mary Jane Watson... You’re my jackpot”. With this, the Doomsday Pulse activates and the base explodes, killing the symbiote and Peter Parker at once.
In the aftermath, Otto gives Miles his body back, and Doom’s army is destroyed by the new generation of heroes. After Peter’s funeral, Miles goes to visit Otto, who has returned to his decrepit body. Otto apologizes to Miles, telling him he never wanted Peter to die, but Miles brushes him off. As he leaves, he tells Otto he contemplated killing him, but knows Peter wouldn’t want that.
Later, Miles meets with MJ. He confides in her that he has become disgusted with himself and his heroic work, knowing that Otto was in him for such a long period of time and wondering what damage he did to him; he can’t even wear his Spider-Man costume anymore. In response, MJ tells him that maybe what he really needs is to start over. She then gives Miles Peter’s original Spider-Man suit, and encourages him to take Peter’s place, which he accepts.
Lastly, in the afterlife, Peter thinks about a dream he kept having. In it, he is letting Uncle Ben’s killer go again, only to stop him with webshooters. And Peter has come to know what that dream means: No matter what happened since that moment, for the first time ever, he would do it all over again.
The End
Solicit Synopsis
THE REAL-TIME LIFE STORY OF SPIDER-MAN CONCLUDES!
The year is 2019, and the 72-year-old web-slinger is about to embark on his final adventure! Will the end of Spider-Man’s life story mean the end of his life?Notes
- This issue references the series Superior Spider-Man.