Spider-Man is enjoying an average day of web-swinging across the city until he reaches the Daily Bugle building and encounters Morlun, who is ready to kill him. Their fight brings them into the building itself, endangering the people inside. Knowing this, Spider-Man tries to leave, but Morlun won't allow him to and throws him into an office room. Spider-Man smashes a computer monitor on Morlun's head, giving him a chance to flee. Morlun follows behind him, so Spider-Man webs up his face and uses it to throw him to the pavement below, which isn't effective in hurting him.

Hoping to keep him away from the people gathering around, Spider-Man takes Morlun to Empire State University and continues their fight there. However, he doesn't stand a chance against Morlun and he is tossed around the building until Morlun sends him through a wall and back out on the street, where he is beaten senslessly to the ground.

Thinking of his family, Spider-Man finds new stregnth and fights back. But Morlun is unphased and rips Spider-Man's left eye out and eats it. Then, he jumps towards Spider-Man and hits him until he is a bloody mess.