In Queen in Black #3, Hela’s forces are spreading across the globe, and the heroes are spread thin as they fight against her alien-symbiote hybrids.
Dylan Brock, now calling himself Chainbreaker since he can free Hela’s symbiotes from her hives, is trapped inside the pod of the Symbiote Intelligence. Only a top-tier thief like Black Cat (Felicia Hardy) could free him, but Black Cat is nowhere to be found…
Skrull Mayhem in Italy
Over in Pisa, Italy, the famous Leaning Tower has already been leveled. The epicenter of the battle is the Piazza dei Miracoli, where giant “Power Skrulls” (alien shapeshifters) have fused with trained combat symbiotes. The result is a group of massive, fire-breathing mega-monsters that are destroying everything in their sight.

Captain Marvel (Carol Danvers) is flying the X-Men’s Blackbird jet, acting as the tactical lead alongside Beast (Hank McCoy) and Emma Frost. With help from Emma’s telepathy, Carol broadcasts a warning to civilians telling them to clear out.
Carol asks Emma to scan the panicked crowd for disguised Skrulls. Emma says that’s going to be impossible because the Skrulls are using thought-masking technology, which is only made stronger by their symbiotes. Nobody knows who the bad guys are until they suddenly turn into giant lizards.
Carol hands the wheel back to Hank, has him open the bomb bay, and dives straight into the fray solo. She knocks down a massive, dragon-shaped beast Hank nicknames “Fin Fang Ven-oom.” But the dragon isn’t out for the count just yet, though. Most of the kinetic energy from Carol’s punch went into her batteries. She then expels it as heat, enough to make the dragon-shaped creature scream in agony.
The blast gives Emma her opening, and she sends her astral form into the creature’s mind. She forces it to transform back into their default form by playing on their insecurities and that it had to copy that shape. As the Skrull is driven to his knees Emma tells him that, deep down, he knows he doesn’t deserve that form anyway.
Emma then telepathically links Carol to their own infiltration agents:
- Raz Malhotra (Giant-Man)
- Tom Foster (Goliath)
- Erik Josten (Atlas), who is trying to redeem himself after siding with Doctor Doom.

Italy is saved for the moment, but New York is having an even harder time.
Rescuing Dylan
Back in New York City, Venom’s (Mary Jane “MJ” Watson) adopted son Dylan Brock is trapped inside a green containment pod attached to a giant robotic walker run by the Symbiote Intelligence.
Spider-Man’s spider-sense warns him that the real danger is coming from the pod itself. Inside the dome’s cockpit, black tendrils are growing toward the pod. MJ asks Spidey how they’re going to save Dylan. He tells her to bulk up and keep the robot legs busy so it can’t get away with a hostage.
Spider-Man tries to shatter the pod’s glass, kicking it so hard he nearly breaks his ankles, but he barely cracks the shell. A voice chimes in to explain that the dome is made of military-grade Kree polycarbonate, the same tough material used in alien starfighters.
Spidey recognizes the voice belonging to Sleeper, the Venom symbiote that’s “all grown up” now. He wants to talk to whoever’s inside, and is shocked to see Dylan’s father Eddie Brock.
“Shouldn’t you be in jail?” Spidey asks Eddie.
“Never mind that.”

MJ tells Eddie that all they care about right now is getting their son out. Sleeper points out that while the Kree glass is built to withstand heavy impacts and chemical attacks, it can’t handle both at once. Especially since the Kree are unfamiliar with earthy elements like fluoroantimonic acid. The acid isn’t strong enough to eat through, but it makes the shell very brittle.
Eddie tears Dylan free from the dome’s tendrils but Sleeper warns not to rip him out. A tug-of-war with the Symbiote Intelligence could tear Dylan in half. It’s better if he breaks free himself, with a little help from his “brother.”
Dylan panics as he tells Sleeper the Intelligence is in his head. If he becomes Codex, it will get his Chainbreaker power, and could conscript symbiotes. That’s why he can’t set Toxin loose: if he lets the secret out, Hela is unstoppable. Sleeper tells Dylan to trust him and bonds with the young boy to set him free.
Working together, Eddie and MJ use their enhanced strength to shatter the brittle walker leg in a massive impact. Sleeper tells Dylan he must leave him and Toxin now. He and Eddie have work to do, and advises Dylan to get to the Baxter Building as soon as possible.
Escape to the Baxter Building
A squad of armed symbiote soldiers charges in, shouting that the Intelligence has fallen and they should “get the Codex.” MJ and Spider-Man head straight for the Baxter Building, home to the Fantastic Four, with Dylan in tow. Eddie tells the group he and Sleeper will hold them off by firing acid gas from gauntlet-style cannons.
“Nonlethal only! Don’t spray acid gas at them! They’re people!” Spider-Man yells down. “Don’t think I don’t see you!”
Dylan reminds Spidey that Sleeper is “a little… morally dubious sometimes.”
As they swing through the city, winged “Skrullbiotes” swoop down from the sky with orders from Hela to bring in Dylan, dead or alive.
MJ sprouts bat-like wings from her symbiote and uses an impact-webbing gun to drag the flying attackers out of the sky. This buys Spider-Man and Dylan enough time to reach the upper windows of the Baxter Building. A Skrullbiote tries to corner them but Dylan slashes the alien with his sword-arm. Spider-Man quickly webs Dylan’s arm, pulling him back.

Dylan snaps back that his sword is meant to free symbiotes from Hela’s hive, but Spidey points out that it doesn’t work on these hybrids. Dylan was just cutting through their internal organs instead. Spidey warns him to drop the lethal habits, or he will personally toss Dylan into juvenile detention.
“Like Hell you will,” MJ and Venom say to Spidey. She says they didn’t like having Dylan on the frontlines either, but the enemy is hunting him now. As long as he’s in danger, they say he’s allowed to defend himself. She reminds Spidey that he himself called Dylan “family” and she can’t lose any more family.
Reed and Sue Richards (Mister Fantastic and Invisible Woman) make their presence known at that moment, welcoming the Spider-Friends to the Baxter Building. Sue says Felicia (Black Cat) couldn’t stick around because Reed had an idea to deal with the Symbiote Intelligence “once and for all,” and it couldn’t wait. With Johnny and Nova in the field and Ben on his way to join them, Reed says they’re “down to five.” He asks, “Chest symbol, anyone?”
Showdown in Times Square
While Dylan is safe at the Baxter Building, the fight moves to Times Square. Johnny Storm (The Human Torch) and Nova (Richard Rider) are squaring off against Marvel Boy (Noh-Varr), who has been compromised by the enemy.
Noh-Varr uses advanced, pocket-dimension Kree technology to alter the local laws of physics around them. In this distorted space, heat acts like cold, effectively neutralizing Johnny’s fire abilities.
Nova doesn’t care much about altered physics, though. He powers through the spatial distortion and lands a massive right hook that sends Noh-Varr flying into the pavement, knocking him out cold. As Nova picks up his fallen friend, he reflects on how tragic it is that the galactic invasion is forcing former allies to turn on each other. He guesses that Noh-Varr either tried to fight the invasion solo or wanted to put on a symbiote “and burn down the world. Not like anyone could blame you.”
Captain Alliance says he’s sorry about Nova’s friend, but people are relying on them and they have to keep going. “Bring on the next heartbreak,” Nova says.
Right at that moment, another pod comes crashing down. Sitting atop the smoking pod is Firelord, a former Herald of Galactus who already possesses cosmic fire powers. Only now, he’s bonded to a fireproof symbiote and is ready for war.

“Next time, tell me to keep my mouth shut,” Nova mutters to the team.