In the sewers, spider-Man fights the Deathspawn and saves the Father from them. He defeats the enraged Deathspawn by blasting them with high jetted water. But spider-Man has to o back in to save Hobgoblin, other victims,as well as watch out for Venom.

Meanwhile Venom sees Demogoblin torchering Hobgoblin. Doppelganger attacks Venom.

Elsewhere Ghost Rider and Blaze fight a Deathspawn. ghost Rider kills it with the penence stare. Spider-Man joins the fight against the Deathspawn. With his webbing, he sets a wall seperating him from the victims and the Deathspawn, but Spider-Man goes back for Hobgoblin.

He stops Demogoblin but is interupted by Venom. As Venom is about to go for Spider-Man, he is caught in Doppelganger's razor webbing. But he grabs him and throws Doppelganger into way of Demogoblin's sacred killing blow.

This gives Spider-Man the chance to knock Demogoblin to the ground. He pulls out a pumpkin bomb but is dragged by the deathspawn.

Venom attacks Spider-Man but is saved by Ghost Rider. While Spider-Man escapes with the wounded Hobgoblin, Ghost Rider is left to fight Venom