Spider-Man visits a parallel universe, in which Peter Parker (Armored Spider-Man) is a wealthy industrialist similar to Iron Man. Gwen Stacy is his fiancée, and Spider-Man reflects that his alternate self is engaged to a woman he doesn't even know. Spider-Carnage teams up with this dimension's Wilson Fisk in a plan to conquer or destroy every parallel reality (Spider-Carnage actually lied to Fisk that they were going to take over all reality).

When Gwen tries to help Spider-Man stop Spider-Carnage, even after realizing that the Spider-Man we know isn't her fiancée, by using a sonic gun to kill him, Fisk foils the plan by removing the gun and Spider-Carnage kidnaps her, threatening to everyone present if one of them follows him, she'll die first before he destroys all reality, thus having Fisk realize about Spider-Carnage's real intentions.

Spider-Man then understands that Spider-Carnage isn't truly evil as he is confused because in his reality, his Uncle Ben and Aunt May have died and he is believed to be a clone of the Scarlet Spider, also known as Ben Reilly. So Spider-Man then goes to the Uncle Ben who was alive in this reality (Since this world's Spider-Man has never failed at anything, Uncle Ben was still alive) and tells him everything about Spider-Carnage's plan. Meanwhile, Spider-Carnage tells Gwen on how he'll destroy all reality - he's mixed up his dimension's Time Dilation Accelerator insides, thus creating an imbalance. So if a portal is created by the Accelerator, it will not lead to anywhere - it will vaporize anything that goes in there. Spider-Man and Uncle Ben then arrive and Ben reforms Spider-Carnage while Spider-Man frees Gwen. Spider-Carnage prevents the destruction of all reality but unfortunately cannot remove the Carnage symbiote. Gwen then witnesses as Spider-Carnage jumps into an unbalanced portal, killing himself.


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Strength level

Normal human female


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  • Gwen was voiced by Mary Kay Bergman.
  • Gwen Stacy was the first girlfriend of Spider-Man. But here, she is the fiancé of Spider-Man from another parallel universe.

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