Crazed criminal Cletus Kasady bonded with an alien symbiote and formed the creature known as Carnage. Kasady has used his symbiote's incredible abilities to wreak havoc and destruction on the earth's population. Kasady has now learned hot to use his symbiote to breathe the underwater float, and shoot devastating bursts of water to pummel his enemies. He plans on using his newfound abilities to take control of the earth's oceans and bring humanity under his control. Watch out Spidey, Carnage has also used his symbiote to mutate and control many sea creatures! It's up to the amazing Spider-Man to end his evil schemes.