Carnage is on the rampage, and only Spider-Man stands in his way! Luckily, Peter Parker doesn't stand alone, thanks to the arrival of the Silver Surfer! But what secret history does the Surfer have with the symbiote?

While Spidey is still taking in the fact that the Avengers and the rest of the worlds heroes have survived the battle with Onslaught, the Silver Surfer is traveling the cosmos, and Carnage escapes from Ravencroft. Carnage attacks Martha Robertson and Spidey goes after Carnage. During their fight the Silver Surfer takes notice of the Carnage symbiote and recognizes it, then tries to destroy it. The symbiote tears itself from Cletus and hides in the sewers. When the Surfer follows, the symbiote consumes him becoming Carnage Cosmic.