Things are pretty grim for Earth’s mightiest heroes. The Avengers are gathered inside a building looking out over Manhattan, trying to figure out their next move. After listening to a message Reed Richards recorded in Infernal Hulk vs Fantastic Four, Iron Man (Tony Stark) says it’s a trap. He also wonders where Nick Fury is, since he was supposed to be their silver bullet. Captain Marvel (Carol Danvers) remembers that Fury said his part would be “different than yours,” and believes he’ll show when needed.
Amadeus Cho thinks they can get Reed’s machine working if the others keep Hulk and the corrupted Fantastic Four at bay but Tony expects the machine is already trashed. Cap says that if it is, they’re no worse off. Scarlet Witch (Wanda Maximoff) argues the Hulk is corrupting their fighters into an army and could target any of them next, so their presence endangers the city. She also suggests Amadeus (who’s also a Hulk himself) keep his distance.

“Why are we still talking about this?” Spider-Man argues. He admits to the team that he isn’t sure if they’re the good guys anymore. What he does know is that Reed Richards sacrificed himself to reveal where this weapon is. Spider-Man just wants to get moving, pointing out that the building is right down the street.
Captain America agrees the plan is solid and sets their launch time for noon, telling everyone to get their personal affairs in order. Wanda applauds Spidey for his bravery but fears his brash nature will doom them all.
A Creepy Encounter at the Cemetery
While the heroes plan their suicide mission, Betty Ross is standing in the pouring rain at Arlington National Cemetery. She’s reading a passage from Moby Dick to the gravestone of her father, General Thaddeus Ross, who died during the events of Armageddon. She feels guilty for visiting him now because she never showed up when it mattered. She says the world is on fire and that it’s partially Bruce’s fault.
So, was her father right all along? Betty admits that Bruce’s dark side has brought about every terrible thing her father predicted. She and Bruce tried living a normal life under fake names, but it was never going to work out.

Suddenly, a woman in a dark purple dress and no shoes approaches her. Her name is Aleksandra Nightbringer. She knows Betty secretly sought the “green fire” inside Bruce’s blood (the gamma radiation that created his Hulk alter ego). She claims her master can bring Betty “together” again. Betty thinks Aleksandra means bringing her back together with Bruce. But Aleksandra chuckles and corrects her. “No, girl. Not he.” The conversation ends on a shot of General Ross’s headstone, hinting that Aleksandra offers to bring her father back to life.
The Crash
Up on a nearby rooftop, Spider-Man is checking his radio equipment. He makes a joke about “four score and twenty Rogerses,” but he’s clearly stressed. His spider-sense has been a non-stop low hum for days, keeping him awake. He worries Wanda was right about Hulk targeting them and feels like they’re missing something.
Luke Cage and Jessica Jones are driving through heavy police checkpoints with their young daughter, Dani. Little Dani is singing in the backseat while Luke suggests Jess sit this mission out. Jess is not thrilled with the idea but Luke brings up a conversation he had with Captain America. Cap told him that one of them needs to stay behind so Dani doesn’t end up an orphan. Luke clarifies that one of them should help stop the war and the other protect their daughter, and says he isn’t calling parenting the lesser job. “I love y–” Jessica starts to say but she’s cut off.

A huge explosion flips their SUV through the air. Luke and Jessica fall through the shattered windshield while Dani is still inside. Thankfully, Spider-Man swings in, using his body and the momentum of his dive to free Dani from the car. He shields her through a couple of hard impacts then uses his web to stop them. He reassures her she’s safe and that they’ll find her mom and dad. He then tries to reach Cap over the comm, but it’s been damaged. “Cap, I think I broke your–“
That’s when Infernal Hulk arrives.
He’s massive, purple-and-blue with a green lightning scar across his face and glowing green eyes. He looks down at Spider-Man and demands the child. He says Dani has great potential and will grow into a mighty warrior.
Spider-Man’s Last Stand

Spider-Man tries to buy time with jokes, asking the Hulk for “security questions” like his elementary school or favorite Broadway show before he can pick up a kid. The Hulk is not amused. He tells Spider-Man that he’s as weak as a bug, but Peter lands a quick combo of punches and kicks anyway.
The Hulk swats Spider-Man away and reaches his clawed hand toward Dani, telling her it’s time to “change.” Spider-Man dives between them to save her, and the Hulk’s sharp claws slice deep into his side.
Bleeding heavily, Spider-Man grabs Dani and swings away. He manages to get a broken radio signal through to Captain America. He tells Cap that noon is off the table because the Hulk is right here and he wants Dani. Cap is stunned to hear that Luke and Jessica are down, but he tells Spider-Man that help is on the way.
Once they make it to a construction site, Spider-Man tells Dani to run out the back and hide across the street. He promises her that her parents are coming and that he’ll hold off the giant monster.
The Hulk crashes through the concrete, scoffing at Spider-Man’s bravery. Why keep fighting an impossible battle when the Hulk’s corrupted blood is already infecting his body? Why not just give up?
Wounded, bleeding, and trapped in collapsing steel, Spider-Man shoots a web and swings through the rubble. He looks the monster in the eye. “Because Dani’s not yours,” Spidey declares.
Spidey’s Horrifying Transformation
Spider-Man falls to his knees in the dust, holding his bleeding midsection as Cap’s rescue team finally arrives. Captain America, Scarlet Witch, Vision, Captain Marvel, Luke Cage, and Jessica Jones step through the smoke. Jessica is holding Dani safely in her arms with Luke saying they got their daughter.
Spider-Man yells at them to get her away from there. When Cap tries to step closer to help Spider-Man’s injuries, Peter backs away in terror and screams at them to stay back. The Hulk’s blood is about to take its hold. Spidey apologizes to Cap, saying “I would’ve been there.” It’s a reference to not being able to take part in Cap’s plan and perhaps feels guilty over being the one in trouble. “We all know that, son,” Cap answers with a sad look on his face.
With terrifying bone-snapping sounds, black, spiny spider legs burst violently out of Spider-Man’s back and torso. Cluster after cluster of red spider eyes pop out across his mutating flesh. Scarlet Witch covers her mouth in horror as Peter morphs into a massive black spider, with his own unconscious body hanging helplessly from the monster’s abdomen.

The heavy footsteps of the Hulk echo through the clearing. The purple giant steps up to the grotesque creature, placing a blue hand on one of the monstrous spider legs. The Hulk boasts that while the little girl would have been a better prize, Peter’s bravery still earned him a reward. His glowing eyes are fixed on the remaining Avengers, daring them to take a step forward.