The Amazing Spider-Man and Venom are two of the most powerful characters in Marvel Comics, but even their combined might are no match for Carnage! Spider-Man, ever since he was bitten by a radioactive spider, has the proportionate strength, speed, and agility of a spider. As he's gotten older, Spider-Man has grown strong enough to go toe-to-toe with some of Marvel's more powerful heroes and villains. Spider-Man's powers would remain largely unchanged until he encountered the Venom symbiote, which allowed Spidey to spin webbing without his web-shooters.

However, when the symbiote was rejected by Peter Parker, and it found its way to Eddie Brock, it granted its new host all of Spider-Man's powers, as well as access to new powers, like camouflage. Combined with Eddie Brock's own strength, Venom proved to be more than a match for Spider-Man, though Spider-Man would often exploit the symbiote's weaknesses to fire and sonics to defeat his foe. While these two had a fierce relationship early on, there was another villain waiting in the wings that would give both of them a run for their money: Carnage!

Related: Why Carnage is The Most Un-Killable of Marvel's Symbiotes

Introduced in Amazing Spider-Man #344, Cletus Kasady was originally Eddie Brock's cellmate at Ryker's Island prison. Kasady was a serial killer, and planned on stabbing Brock when he least expected it, until the Venom symbiote broke Eddie out of jail. While Venom would reemerge to wreak havoc on Spider-Man's life once more, Cletus Kasady would find himself with new powers of his own. Upon Venom's escape, the symbiote left behind its offspring, which would then merge with Kasady, leading the two to become Carnage. Months after Spider-Man had finally defeated Venom, leaving him trapped on an abandoned island, Spidey investigates a string of murders by a creature with similar abilities to Venom. After some investigating, Peter finds a connection between Cletus Kasady and the murders and, after tracking down Kasady, he is shocked to find the serial killer has a symbiote of his own. Carnage is quick to defeat Spider-Man almost effortlessly, and though he manages to escape death, Spidey realizes that only one person can help him, Venom!

Venom fights Spider-Man in Marvel Comics.

Spider-Man, with the help of the Human Torch, returned to the island that Venom was left on  and asked for his help to fight Carnage. Though initially furious at Spider-Man (having believed that the wall-crawler was dead), Venom realized that innocent lives were in the balance, and decided to lend Spider-Man a hand. The two returned to New York, and Venom was able to track down Carnage using his own symbiote's powers. Carnage, remembering Venom's intense hatred of Spider-Man, tried to appeal to Venom and suggested that the two of them kill Spider-Man together. Venom rejected this offer, but despite both Spider-Man and Venom ganging up on Carnage, they were quickly tossed aside and defeated. Spider-Man was shocked that even Venom could not overpower Carnage, with the latter speculating that Carnage, being Venom's spawn, inherited his strength from his parent. Matched with Cletus's wild  and unrestrained personality, Carnage was clearly a force to be reckoned with, who quickly subdued and escaped from both heroes.

Venom attempted to track down Carnage again, but found that Carnage's symbiote was able to block Venom's powers, leaving the two heroes with only a hunch to go on. Carnage had left a copy of the Daily Bugle behind, with a hole in J. Jonah Jameson's head, indicating that he would be Carnage's next target. When the two arrived at the Daily Bugle, they found that Carnage had kidnapped Jonah, and after some sleuthing, Spider-Man deduced that Carnage was taking him to a concert held at Madison Square Garden (as Carnage wanted an audience). When the two heroes arrive, they manage to rescue Jonah, but Carnage was still able to overwhelm the two.

Spider-Man was surprised at how versatile the Carnage symbiote was, being able to shape itself into throwing projectiles and sharp weapons. Venom, meanwhile, could get damaged by Carnage's own suit, with the latter's symbiote being able to tear apart the former. Eventually, Spider-Man managed to use the speakers at the concert venue to induce a loud enough sound frequency to incapacitate Carnage. While Venom was also affected, he was fine with Spider-Man using sonics to weaken them both, as Venom was more experienced he could endure more sonics than Carnage. With that, Carnage was finally defeated and taken to Ravencroft.

While Carnage overpowering Spider-Man comes as no surprise, as even Venom can do that, the fact that Venom cannot overpower his offspring is a testament to his strength. Furthermore, despite only having the symbiote for a short while, Carnage was able to use it in ways even Venom did not think of. Though Carnage ultimately loses each battle he's involved in, he gives even Spider-Man and Venom trouble if they aren't careful, demonstrating how dangerous and powerful he really is.

Next: Carnage Return's To Marvel's Universe With a [SPOILER] Host