Welcome to Loneliness & Cheeseburgers Presents: Ultimate Spider-Man (Vol. 1), Issue #64 – “Carnage (Part 5)”! In the previous installment, Gwen Stacy died. She died! She’s dead! The escaped Venom Monster killed her! Ha ha! What?!

So they have this to figure out! Everyone’s in a tizzy! What’s going to happen next, I tells ya?! Aaauugh!!

Ultimate Spider-Man (Vol. 1), Issue #64 [October, 2004]
Written by: Brian Michael Bendis
“Carnage (Part 5)”

Spider-Man has had it with this red Venom Beast! *punch*

But yeah, we pick up right where we left off: Peter Parker giving Curt Connors the business until Venom Beast pops out of the bushes ready to choke some idiots. The idiots stare at it as it walks toward them.

Parker panics and asks Connors what the thing does to kill people. “I’ve- I don’t know-” Connors stammers. “The last time I saw it – it was the size of a gerbil. I – I don’t even know what we’re looking at.”

We all get to see what it is that they’re looking at. Right now! In real time! Venom Beast shapeshifts into a fluidy, tentacled Peter Parker. Just like the real Peter Parker, it utters “Beh… beh…” repeatedly. Then it turns back into its horrific regular visage and tries to splat Parker with a horrible, sharp-clawed appendage. “Beh!!”

Beh, indeed.

Parker cartwheels and flips out of the way of the attacks while Connors looks on in shock. “Oh my God! Oh my God!” Connors keeps saying, rather unhelpfully.

“Conners!” Parker yells, including an ‘e’ in the name that doesn’t actually exist. “Can you destroy this?” Connors just looks at him blankly. “Get back to your lab!” Parker yells. “Get in your car and back to your lab. I will meet you there with this thing and you better have a way to kill it!”

Duly noted, son. Perhaps there’s a letter opener on his desk that he can use to give the ne’er-do-well the ol’ stabby-stabby. Meet you there!

DURR!

Parker continues fighting the thing unsuccessfully. Punching its squishy glowing face and trying to put it in a half-nelson and giving it a wedgie even though it ain’t got no underpants. He bitches and moans in an internal monologue about how shitty Connors is and how he didn’t sign up for any of this while making a huge ruckus at 4am. One guy even leans out his window to tell the kid to shut the fuck up. But he’s Peter Parker. He will never shut the fuck up.

“This is what it has come to?” he thinks. “This is what Spider-Man has brought to the world? A thing! With my face on it! KILLING PEOPLE!!”

Power and responsibility and all that. Uncle Ben is spinning in his grave. Like a top! Can you imagine?? And—wait, what’s that? The Venom Beast suddenly stops fighting. It turns around and flees. Before Parker can say “hey, wait, don’t, I’ll suck your dick if you don’t leave me here” the Venom Beast crashes on top of a cop car, totaling it in front of a couple of coppers who just picked up some fresh donuts. Parker follows, but gets tossed into the windshield of another occupied car. He bounces around traffic for a bit, wasting time, while Venom Beast sucks the cops dry. Yeah baby.

Parker watches in horror while, before his very eyes, the Venom Beast turns these two pigs into white beef jerky. All while looking like a jacked, nude Peter Parker. Indecent is what it is, actually. I’m throwing up right now. Beh… beh…

Elsewhere, and by “elsewhere” I mean “at the lab”, Connors enters elsewhere and spots a glistening, shirtless Peter Parker waiting for him in the dark. “It’s done,” Parker glares alarmingly.

It turned into this insufferable dork with the acne and the miniscule penis.

Parker, who is probably an imposter, describes his fight with himself. “It looked like it constantly needed to rebuild its damaged DNA matrix by feeding off people. I think it needed me in particular because we share DNA. That’s why it was at my house. I don’t know if it knew why it was coming at me or not…”

He goes on to explain a realization. It wasn’t a damaged version of himself he was fighting. It was his father!

Connors looks at him like “Beh…?”

After a time, Parker regained composure and started fighting it again. It’s not really his dad! This was just some sort of bastardization whose ass he was about to kick! Rawr! So Parker continued to do just that. There’s a montage of him fighting the Beast, culminating to an uppercut to the teeth that knocks it down a fiery pit. It tries to grapple its way back up, but no success. It falls into fire. It’s dead.

Or is it…?!

We were supposed to be partners in crime! We were supposed to be bros! Now what? Who am I supposed to bro down with now?!

So Parker yells in Connors’ face while the latter tries to apologize for his silly shenanigans. “YOU!! KILLED!! GWEN!!” Parker screams, revving up for the punch that will push Connors’ teeth back through his skull so hard that they’ll land in Paraguay. But then… he stops himself and starts sobbing while Connors looks thankful that he wasn’t just disemboweled though his mouth.

The next morning, Connors arrives at the 11th precinct to confess to the murders of 1) Gwen, and 2) whoever else.

Parker is up at 7:42am sitting and frowning shirtlessly on the foldout bed. MJ pads up in ladybug slippers and asks if he’s ok. After a shaky exchange, Parker tells MJ that he’s done being Spider-Man. For real this time. It’s a real racket, and he just wants to do his physics homework and jack off like a normal teenager, is that so much to ask?

The police are at the lab questioning the Dean, who insists that the professors have been free to perform their own experiments without admin oversight. Ben Reilly shows up all “whuzzat!” when they tell him that Connors has been taken into custody for the *flips pages* murder… of… *flips pages* Phil Hartman? Whoops, wrong file.

Anyway, they’re closing down the lab for good. Find a new job, Reilly. The Dean seriously tells him this. Don’t professors teach? Isn’t that a thing that professors have to do since they’re, you know, professors?

Ah well. Reilly asks if he can go in and grab his stuff, which he is allowed to do.

So what does this slick fucker do? He pops open the refrigeration unit and takes the tube full of Peter Parker’s blood.

You know, like an asshole.

Final Thoughts

OK, fine, perhaps Curt Connors’ intentions were good, albeit misguided. But what about this Ben Reilly guy? Speaking of which, why are there so many Bens in Spider-Man? Ben Reilly. Ben Urich. Uncle Ben. It’s a conspiracy of Bens! Let’s get to the bottom of this first, then if we have time, maybe we’ll work on the Venom Beast problem.