Trapped in the Symbiote Hive-Mind, Jon Shayde plunges towards a sea of red and black ooze. As he falls, he recalls an incident in his childhood where, when visiting his grandparents, he'd sunk into a bog and almost drowned -- comparing the sensation to being bonded to the Carnage symbiote. Skimming through his memories, the Carnage symbiote mocks him, saying that no matter how much he protests he's a good man he's still its host. Noting that it's reached the end of Cletus' plan, the Carnage symbiote says that its next actions will be its own -- or rather, its and Shayde's. Finding his memory of meeting Spiderling on Earth-001, the Carnage symbiote is delighted that its actions are destabilizing the Web of Life and Destiny, though it's annoyed that the cosmic construct would seek to meddle in its pursuit of death and destruction. As Carnage decides to pay Earth-001 a visit, it finds its path diverted down a different skein of the Great Web.
On Earth-31, Morlun -- stripped of the vast majority of his power and sanity -- munches on a spider while muttering to himself about following the strands of the Great Web to his prey. Carnage abruptly appears, berating Jon for having somehow diverted its portal from their intended destination. Babbling, Morlun says that Carnage too has followed the threads of the Great Web in pursuit of a spider. As Carnage asks who he is, Morlun retorts that he thought it would be obvious that he's a decrepit thing eating spiders in an abandoned subway tunnel. Sniffing Morlun, Carnage is intrigued, saying he smells of death and violence; Morlun admitting that he was once a powerful apex predator who prowled the Multiverse preying upon Spiders and their avatars, but that recently he was stripped of his powers after Silk slashed him with a Totemic Dagger that released the essence of all the Spiders he'd consumed, leaving him a half-mad shadow of his former self. Carnage notes that the story sounds familiar, then dismisses Morlun as utterly boring -- saying that if Morlun hadn't lost his powers it would've torn him apart and taken them for itself. As Carnage prepares to portal away, Morlun comments that Carnage is hunting Spiders too, albeit a darker more-venomous spider than Morlun's chosen prey. As Carnage pauses and looks back at him, Morlun offers to make a deal. Carnage asks what he could possibly have to offer it, Morlun saying that one trait of the Inheritors was their ability to sense their prey from across the Multiverse and - once marked - hunt them down no matter where they tried to go. Morlun snarls that the one who sought to destroy the Great Web was a fool, for in unleashing the Spider-Totem essence stored within him his own power had been unleashed as well, and in restoring balance the Great Web had bestowed it upon a new host.
Web-swinging across the city, the Venom of Earth-31 is knocked from the sky by a bundle of dynamite tied to an arrow. As he crash-lands on a nearby roof, Kraven the Hunter-Spider -- his eyes glowing red, having been bestowed the power of the Inheritors as the Great Web rewove itself -- snarls that he's come for Venom's head. As they battle, Kraven shoots Venom in the face, revealing the symbiote's host to be Cletus Kasady. Emerging from a Spot portal onto a nearby rooftop, Carnage notes that that isn't his Cletus, Morlun stating that he is native to this dimension and a legendary arch-enemy of Kraven's. Carnage notes that Venom isn't doing too well, Morlun sneering that Kraven possesses the powers of an Inheritor on top of a Spider-Totem's, calling the combination a disgusting abomination against the natural order. As Morlun laments the loss of his powers, Carnage reminds him that if he still had them it would've killed him to steal them. Grinning maniacally, Morlun replies that he understands perfectly and can remember how good it felt to have them. Lunging at Carnage, Morlun bites into the symbiote only to recoil in disgust, snarling that it isn't a Spider-Totem or totemic avatar of any sort, but an embodiment of death and destruction. Mockingly congratulating him for finally having pieced it together, Carnage leaps into the midst of the battle between Kraven and Venom. Sensing that Carnage is like himself but different, Venom declares it an imposter and attacks, Carnage mockingly stating that Cletus is nothing compared to what it's become. Kraven interrupts their fight, stabbing Carnage with a dagger and getting flung into a building across the street for his trouble. Realizing that Kraven is the reason it was drawn to Earth-31, Carnage prepares to leap after him but is stopped by Shayde. As Carnage demands to know what he's doing, Shayde -- glaring murderously at Venom -- replies that while Kraven may be Carnage's prey Cletus Kasady and murderers like him are his. As Shayde misquotes Friedrich Nietzsche's "those who fight monsters" line, Carnage abruptly separates from him leaves him to fight Venom on his own, scoffing that he should arrest himself. As Shayde wonders why his body isn't disintegrating, Venom mockingly asks if his symbiote pulled the old "you'll die without me" scam and says that his symbiote could've healed him at any time before attacking.
Confronting Kraven, Carnage laughs off his attempts to immolate it with firebombs, saying that it's immune to flames and sonics now. Wondering what it was thinking shackling itself to a host again, Carnage grouses that it found Shayde boring. As Kraven attacks, saying that death will remedy its boredom, Carnage sneers that it's a god and therefore can't die. Popping the pin on a custom grenade, stabbing it into Carnage and leaping away as it explodes. As Kraven gloats that he'd meant to use it to kill Venom but it worked just fine on Carnage, Carnage reconstitutes itself and snarls that as far as it's concerned Kraven is no hunter, just a tool for it to use. Carnage declares its intent to devour Kraven and take the power of the Inheritors for itself, drain Earth-31's Venom and every Venom it finds across the Multiverse until it's strong enough to take down Eddie Brock, and then drain him too. Morlun abruptly interrupts, snarling that the power of the Inheritors is rightfully his while draining Kraven's essence to reclaim it for himself. Disgusted, Carnage scoffs that Morlun can keep the power, comparing his addiction to it to Gollum's addiction to the One Ring. Punching Morlun across the face, Carnage states that it owes him a debt for stopping it from making the horrible mistake of claiming that power and showing it what it never wants to become. Stating that it thought that by consuming Venom's essence it could cause the other symbiotes to accept it as their leader, Carnage declares that Morlun's power is in truth a weakness; deciding to instead get the other symbiotes to follow it by brute force and kill them if they refuse. Carnage says that it will repay its debt by allowing Morlun to live, telling him the offer is only valid for the next eleven seconds. Opening a portal to another universe, Morlun -- his mind restored -- scoffs that he owes Carnage a debt as well for helping him regain his sanity and a measure of his power, wishing it luck in its pursuit of godhood and saying he hopes the Multiverse is big enough to contain them both.
As Kraven picks himself up, Carnage sneers that it now sees that the Web of Life and Destiny was trying to trick it into claiming the power of the Inheritor, but that it's evolved too far beyond it. Saying it could kill him but has other things it would rather do -- admitting it's an odd feeling -- Carnage allows Kraven to escape; Kraven wishing Carnage good luck in its hunt before leaving to resume his fight with his world's Venom.
Elsewhere, Jon Shayde stands over a spilled oil drum holding a lit lighter, Venom commenting that he's put up a good fight for a mere human but that it can catch the lighter before it hits the oil. Shayde agrees, but says that Kasady -- sadistic sociopath that he is -- won't because he'll want to watch Shayde burn alive even if it means burning himself. Kraven interrupts, and as he and Venom resume their fight Carnage opens a pair of portals and tells Shayde it will send him back to Earth-616. Shayde asks if it's OK not knowing if Venom wins or loses, but Carnage sneers that the Cletus Kasady and Venom symbiote of Earth-31 are small potatoes compared to its real target; adding that Shayde has only 23 seconds to decide. Reflecting, Shayde notes that he spent his whole life running from his inner darkness, afraid of admitting the truth to himself that he's just as twisted as the people he hunts. Stepping through the portal, he notes that if a monster like Carnage can evolve, so can he.
Two weeks later, back on Earth-616, Shayde notes that he longer sees his inner darkness as a curse and that his time with Carnage has helped him become better at hunting down criminals. Punching out and arresting a would-be murderer, Shayde thinks to himself that while his time with Carnage was a blessing rather than a curse he's just thankful his time with Carnage is over, oblivious that a piece of the symbiote is still bonded to him.