 In the third installment in the series, Peter Parker plans to ask Mary Jane to marry him, giving less attention to Spider-Man. At the same time, the police believe they have found Uncle Ben's true killer, Flint Marko, who is still at large. Determined to find and avenge Uncle Ben's death, Peter becomes obsessed with Marko, and discovers the killer has strange powers of his own. While Spider-Man's lust for revenge begins to take over, he is attacked by a strange black symbiote that forms a new black suit which makes Spider-Man more powerful, but also more dangerous. This new suit attracts the attention of competing photographer Eddie Brock, whose envy of Parker creates a rivalry between the two. As the suit's dark influence over Peter begins to shake his morals, his best friend, Harry, wants Peter dead. Avenging his family name, Harry modifies his father's old weapons to stop Spider-Man for good. Meanwhile, Eddie Brock's girlfriend Gwen is attracted to Peter's new edge and attempts to pull him away from Mary Jane. Brock, filled with rage, prays for the death of Peter Parker and is instead bound to the mysterious symbiote to become Spider-Man's fiercest enemy: Venom. Peter has never faced so many obstacles at once and must choose to fight the dark temptations, or embrace them.
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