Peter meets the new girl in school called Mary Jane. They both talk a bit and, of course, they become good friends. Doc Ock is hired by Harry to find a way to kill Spider-Man as revenge. Although, Doc Ock has other plans. He decides to instead find a way to control Spider-Man to do his own bidding (Behind Harry's back). He creates a symbiote to which he names Venom to go and take over Spider-Man (Like the Ultimate Spider-Man cartoon). Peter, visiting Gwen Stacy's grave one more time and leaving flowers. Venom is also approaching and it silently goes up Peter's foot. Peter goes back home and goes to sleep texting Mary Jane. Peter has a dream sequence where he is watching his Spider-Man costume is battling a mysterious black costume as giants. The black costume wins and takes Peter and consumes him. Peter wakes up in a smooth black costume with a giant white spider hanging upside down. The symbiote makes him stronger, faster, and gives him black organic webbing. Peter has his ups and downs with the costume, such as constantly having arguments with Mary Jane, picking fights at school, etc. and decides that the costume is literally driving him insane (it makes the costume more interesting than just "makes him aggressive") and eventually finds out its weakness (which is sound) and goes up the church tower and rings the bell. The symbiote goes down and is captured by Doc Ock. Doc Ock concludes that the symbiote has gathered data of Spider-Man's DNA and has gained the powers of Spider-Man and has become even stronger than Spider-Man himself.
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