An AGE OF ULTRON tie-in! The Superior Spider-Man enters the Age of Ultron!
WARNING: THIS SECTION WILL CONTAIN SPOILERS!
Spider-Man (Doctor Octopus) reminisces over how he cheated death and became Spider-Man taking over Peter Parker's body when he is visited by Iron Man, who feels somewhat responsible for this apocalypse, being the tech guy that let it happen. Iron Man tells Spider-Man that Horizon Labs is still intact and that he can get him tech that Max Modell had at Horizon to send Ultron to The Negative Zone, adding that the plan that Luke's teams working on is grasping at straws (see Age of Ultron #3 for that plan). Spider-Man tells Iron Man that this is still not a forgone conclusion, but agrees to help.
With the help of Quicksilver Spider-Man travels to Horizon Labs where he works on a plan. He is attacked by Ultron's but is able to get his Spider-bots to attach to them and put them under his control, with them sprouting tentacles like he had whilst Doc Ock. This however doesn't go to plan and the Ultron's regain control with Spider-Man having to go to the original plan of getting the device to send them to the Negative Zone, but the device is destroyed by the Ultron's before he gets chance to use it.
Spider-Man manages to get into an underground passage where he meets Iron Man and Quicksilver telling them that he'd failed, but Iron Man consoles him saying that it's okay. Spider-Man then thinks that death is trying to get him, but that with the people that he's with that he'll defeat death.