The vampire hunter Blade arrives in New York to destroy Morbius, but Spider-Man wants to revert Morbius back into his human form.

Morbius attempts to use the Neogenic Recombinator to turn everyone else into a vampire. Spider-Man and Blade try to stop him, and Morbius' mutation worsens. Morbius kidnaps Felicia Hardy in order to transform her into a vampire.

There's a new Vampire in town, but Morbius is getting all the blame. Just as Spidey, Black Cat, Whistler and Morbius have the Vampire Queen trapped, Blade bursts in and prevents her destruction. His revelation sets the others against him, while the queen attempts to create an army of vampires. Meanwhile, Harry Osborn discovers Peter's spare Spider-Man mask!

Spider-Man summons the Black Cat from earth, who despite her anger at being kidnapped, decides to help him fight the villains on the alien planet. The heroes must defeat the Red Skull, Doctor Octopus, and Allistair Smythe's robots while protecting a group of rebels, who are trying to take their planet back.