Ep 65. Secret Wars Chapter 5: Farwell Spider-Man

The Beyonder uses his powers to teleport the powerless Spider-man to stop Kingpin and Spider-Carnage from destroying all of reality. Spider-Man reveals to the Kingpin that he was duped by Spider-Carnage into creating a bomb to destroy all realities. Kingpin attacks Spider-Carnage and assists in foiling the plans to destroy all of reality, but Spider-Carnage escapes via the Accelerator. Madame Web brings Spider-Man and the Scarlet Spider back to her base and she searches the infinite dimensions and informs the Spider-Men where Spider-Carnage is. She says she can only send one of them there, and sends Spider-Man. Spider-Carnage uses the accelerator to construct a disintegration dimensional portal which can erase anything that is pulled into it from existence, with the intention of destroying all of reality. Spider-Man, realizing that Spider-Carnage is too insane to be reasoned with, comes up with a new plan. He realizes that here, Uncle Ben is still alive, and Spider-Man brings him to confront Spider-Carnage. Uncle Ben explains to Spider-Carnage the rule of power and responsibility, and tells him that he loves him. The Peter Parker within him is reached by this and realizes how wrong he has been. He attempts to separate from Carnage, but the symbiote's grip is too strong and he is unable to break the bond. Realizing that he is left with no choice, he uses the TDA to make the portal close. Peter shouts "Forgive me!" as he jumps into the portal, destroying himself and the Carnage symbiote. Spider-Man bids farewell to the Uncle Ben of that dimension, as though he were having the chance to say good-bye to his own Uncle Ben. Madame Web retrieves Spider-Man to her base to return him to his home world. The powerless Spidey, wants Spider-Man to see a very special man, Stan Lee. Stan Lee cancels all his appointments for the day and goes web-swinging with Spider-Man. Peter thanks Stan Lee for making him into the hero he always wanted to be in his own dimension.