Fantastic, more spider-like creatures begin to appear, making it hard to find out which one is Carlie. As Jameson ends up becoming a spider-like creature and defeats a Spider-Slayer, the Spider-Queen uses her Web of Life to control the spider-like creatures. Mary Jane also develops spider powers, while Madame Web loses her precognition. Despite Jackal's contrary advice, Reed Richards and Horizon Labs manage to develop a serum from Anti-Venom's symbiotic antibodies, able to kill the Spider-Virus and instantly reverse the mutations. The Spider Queen sends Tarantula to break into Peter's personal lab. Peter discovers the break in and stops Tarantula from poisoning the serum. As Tarantula, now more physically powerful and still enabled with a functioning Spider-Sense, starts gaining the upper hand, Reed Richards mentions to the Horizon Labs scientists how Spider-Man lost his special sense. The Horizon Lab scientists manage to jury-rig a counter-frequency, restoring Peter's Spider-Sense to an enhanced level (due to Shang-Chi's kung fu training being merged to his reflexes). Now fully empowered, Peter bests Tarantula, drowning him in a pool of serum. Tarantula emerges from the pool with his mutation gone and his clone degeneration reversed. The now healthy Kaine shakes off Spider Queen's mind control and offers to help Peter. Meanwhile, a side effect of the counterfrequency used on Peter restores Madame Web's and Spider Queen's connection to the Web of Life. Spider-Queen uses an evolved version of her sonic scream to kill Jackal (later revealed as yet another clone), and realizes she has been given the whole powers of the Web, becoming a Spider-Goddess. By the time Captain America and Venom reach the Spider Queen, she uses her enhanced powers to evolve into a massive spiderlike creature of enormous strength, siphoning new power from every individual infected by the Spider-Virus. Mary Jane discovers her long-term relationship with Peter has given her a partial immunity to the Spider-Virus, and uses her newly acquired spider powers to reach the Horizon Labs and reunite with Peter. Meanwhile, Peter has Kaine outfitted with the Spider-Armor from "Big Time", which deflects Spider Queen's sonic scream. Kaine, Mary Jane and Spider-Man join the fight, as the whole heroic community of New York tries to prevent Spider Queen and Madame Web's apocalyptic prophecy. When Spider-Man seems about to lose, Mary Jane reminds him that as powerful as Spider-Man could be, she had always trusted the brain power of Peter the scientist.