Curt Connors was a man at the end of his rope. The status of his grant uncertain, a sample of genetically altered blood fell right into his lap in the guise of a teenage superhero looking for medical treatment. Connors later got the permission of that hero, one Peter Parker, to run some experiments in hopes of major medical breakthroughs.
But all is not as it seems. Remember, this is the same Curt Connors who once turned himself into a human-sized lizard in the hopes of regrowing his arm. This is the Curt Connors who employed Eddie Brock, the shady biochemistry major who used his father's research to turn himself into the monster Venom.
And it looks like history is about to repeat itself...
"Little Ben" has escaped..
Connors' lab assistant, Ben Reilly, is horrified to find that his experiment has escaped containment. Reilly calls Connors to notify him, but is horrified to find the dead, dried up body of Sam the lab security guard, the cops, and a bunch of on-lookers.
On a sock-buying mission at the mall, Gwen Stacy finds Mary Jane Watson, the new "fry girl" at a Cajun restaurant. The job helps keep Mary's mind of Peter. Neighbors since May Parker took an orphaned Gwen in, Mary Jane has been uneasy with the fact that Gwen now lives with her boyfriend, Peter. But now, both know Peter's secret, and have come to an understanding. Gwen sees Peter like a little brother and the Parkers as her family and would never come between Mary Jane and Peter.
An arguing couple find "the sample", which vaguely resembles a young child, in an alley. It proceeds to stab its victims and absorb their vitality. The sample now more closely resembles Venom, only is smaller and red.
Doctor Connors finds his lab sealed off by the police. Captain Jeanne DeWolffe is on hand to ask the docot questions, while Connors meets eyes with Ben Reilly.
The sample, which will, for simplicity's sake, be known simply as "Carnage", begins to have flashes of memories: Peter's memories. Carnage approximates Peter's web-swinging and heads for the Parker house, where Gwen is waiting, keyless. Carnage attacks Gwen the way it does the others, absorbing her vitality dry and leaving her, dead. The last thing Gwen sees is Carnage's face trying to mimic Peter.