Appearing in 1st story
Featured Characters:
- Spider-Man (Peter Parker) (Main story and flashback)
Supporting Characters:
- Scarlet Spider (Kaine Parker) (Main story and flashback)
- Web-Warriors (Main story and flashback)
- Master Weaver (Karn)
- Spider-Woman (Gwen Stacy) (Main story and flashback) (Impersonates Gwen Stacy)
- Parker Industries (Main story and flashback)
- The Living Brain (Only in flashback)
- Anna Maria Marconi
- Horizon University
Antagonists:
- Alternate San Franciscans infected by the Carrion Virus (First appearance; dream)
- Max Modell (First appearance; dream)
- Bella Fishbach (First appearance; dream)
- Grady Scraps (First appearance; dream)
- Unidentified others (Dream)
- New U Technologies
- Gwen Stacy
- Doctor Octopus (Otto Octavius) (Main story and flashback) (Possessing The Living Brain in flashback only)
- Jackal ("Miles Warren")
- Miles Warren Clones
- Rhino (Aleksei Sytsevich)
- Electro (Francine Frye)
- Lizard (Dr. Curt Connors)
- Dr. Martha Connors
- Spider-Slayer (Alistaire Smythe) (Returns)
- Jack O'Lantern (Steven Levins)
- Massacre (Marcus Lyman)
- Mirage (Desmond Charne)
- Big Man (Fred Foswell) (Returns)
- Ox (Raymond Bloch) (Returns)
- Montana (Jackson Brice)
- Spencer Smythe (Returns)
- Stilt-Man (Wilbur Day) (Returns)
- Hobgoblin (Jason Macendale) (Returns)
- Tarantula (Anton Miguel Rodriguez)
- Eduardo Lobo (Returns)
- Mysterio (Francis Klum) (Returns)
- Hitman (Burt Kenyon) (Returns)
- Kangaroo (Frank Oliver)
- Rose (Richard Fisk) (Returns)
- Green Goblin (Dr. Barton Hamilton) (Returns)
- Dr. Marla Madison-Jameson
- Spider-Woman (Mattie Franklin) (Returns) (Shadow only)
- George Stacy
- Jean DeWolff (Returns)
- Prowler (Hobie Brown)
- Dr. Ashley Kafka (Returns)
- Unidentified members (Appear in shadow only)
Other Characters:
- Alternate Scarlet Spider (Kaine Parker) (First appearance; dream)
- Spider-Army (Only in recap)
- Spider-Man (Otto Octavius / "Peter Parker") (Only in recap)
- Spider-Man (Ezekiel Sims) (Only in recap)
- Spider-Girl (Anya Corazon) (Only in recap)
- Spider-Man (Peter Parker) (Only in recap)
- Spider-Man (Miles Morales) (Only in recap)
- Spider-Man (Hobie Brown) (Only in recap)
- Spider-Woman (Ashley Barton) (Only in recap)
- Spider-Monkey (Peter Parker) (Only in recap)
- Spider-UK (Billy Braddock) (Only in recap)
- Spider-Man (Miguel O'Hara) (Only in recap)
- Spider-Ham (Peter Porker) (Only in recap)
- Spider-Woman (Jessica Drew) (Only in recap)
- Silk (Cindy Moon) (Only in recap)
- Anna Maria Marconi (A.I.) (Voice only) (Only in flashback)
- Abby-L (Mentioned)
- Ben Reilly (Mentioned)
- Joyce Delaney (Mentioned)
- Spider-Skeleton (Mentioned)
- Guardian (Mentioned)
- Jack (Mentioned)
- Spidercide (Mentioned)
- Anubis (Mentioned)
- Billy Connors (Mentioned)
- Kingpin (Wilson Fisk) (Mentioned)
- Vanessa Fisk (Mentioned) (Deceased)
- Fact Channel News (Mentioned)
- God (Yahweh) (Invoked)
- Jay Jameson (Mentioned)
- Alternate Parker Industries (First appearance; photo)
- Alternate "Peter Parker" (First appearance; photo)
- Alternate New U Technologies (Name only)
Races and Species:
Locations:
- Unidentified alternate reality (World destroyed by the Carrion Virus - Epicenter: Dream San Francisco) (First appearance; dream)
- Earth (First appearance; dream)
- United States of America (First appearance; dream)
- California (First appearance; dream)
- San Francisco (First appearance; dream)
- California (First appearance; dream)
- United States of America (First appearance; dream)
- Earth (First appearance; dream)
- Prime Marvel Universe
- Earth (Main story and flashback)
- United States of America (Main story and flashback)
- Hell (Invoked)
- Earth (Main story and flashback)
- Earth-001 (Only in recap)
- Loomworld (Only in recap)
- Earth-65 (Mentioned)
- Unidentified alternate reality (World destroyed by the Carrion Virus - Epicenter: San Francisco) (First appearance; photo)
- Earth (First appearance; photo)
- United States of America (First appearance; photo)
- New York (First appearance; photo)
- New York City (First appearance; photo)
- Manhattan (First appearance; photo)
- Midtown (First appearance; photo)
- 42nd Street and Madison Avenue (First appearance; photo)
- Parker Industries, New York Headquarters (First appearance; photo)
- 42nd Street and Madison Avenue (First appearance; photo)
- Midtown (First appearance; photo)
- Manhattan (First appearance; photo)
- New York City (First appearance; photo)
- New York (First appearance; photo)
- United States of America (First appearance; photo)
- Earth (First appearance; photo)
Items:
- Carrion Virus
- Spider-Men's Suits (Main story and flashback)
- Scarlet Spider's Suit (Main story and flashback)
- Spider-Armor MK IV
- Superior Spider-Man's Suit (Only in flashback)
- Traditional Red and Blue Suit (Only in flashback)
- Ultimate Spider-Man's Suit (Only in flashback)
- Spider-Man 2099's Suit (Only in flashback)
- Dimensional Travel Watch (Dream)
- Web-Shooters (Main story and flashback)
- New U Pills (Mentioned)
- Doctor Octopus' Tentacles
- Spider-Women's Suits (Only in flashback)
- Jackal's Helmet
- Rhino Armor
- Spider-Slayer Mark I
- Stilt-Man's Battlesuit
- Goblin Armor
- Prowler's Suit
Vehicles:
- Jack O'Lantern's Platform
- Goblin Glider
- Spider-Mobile (Mentioned)
Synopsis for 1st story
Doc Ock convinces Spider-Man that he is not a clone by telling him about their fight against the Inheritors and his time as Living Brain, but the Jackal sends him away telling him that he wants him in the lab not to fight Spider-Man after which he takes him around the New U with Gwen. Spider-Man discovers that the Jackal has revived many of his deceased enemies, as well as Captain Stacy, Jean DeWolff, Prowler, and Ashley Kafka. George however declares that Gwen is not his daughter, and in fact the blonde turns out to be the Gwen of Earth-65 who runs away with Spider-Man. Earth-616's Gwen was kidnapped by Kaine who took her to Horizon University so she can have her meds, saying that if she doesn't take the pill she will turn into a Zombie capable of infecting everyone, which would lead to the end of the world. When Anna Maria asks him why he didn't ask for Peter's assistance, Kaine replies that in other dimensions, the collaboration between Parker Industries and New U has destroyed the world.
Solicit Synopsis
• The surprises keep coming in the SPIDER-MAN EVENT OF THE YEAR!
• Doc Ock is back and it’s time for him and the Amazing Spider-Man to throw down!
• What lurks in the Underground?!Trivia
- At one point, Jackal references Yoda.