I used the head from a roto Venom. I didn't even apoxie over the webbing on this one. I drizzled hot glue for the effect. The tentacle pieces come from some little spider Carnage. I plan to rework the tentacles of this figure with twist tie and rubber grip.
*Revised* - One day I suddenly realized how puny my Carnage's hands were. So luckily I happened to have an extra pair of Venom Icons hands. Problem solved.