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The issue opens in the New Jersey Pine Barrens where a mother and son spot the Jersey Devil lurking in the sky. Readers should recognize the Jersey Devil as Batwing who appeared in the Untold Tales of Spider-Man.

Spider-Girl, May Parker, wakes from her unconsciousness. She is in the trunk of a car and wrapped in chains. Silverback's henchmen, Nunzio and Guido, have driven her out into the Pine Bar

rens to dispose of her body after the brutal beating she took from Tombstone back in issue #3. When the two men pull Spider-Girl from the trunk she breaks from her chains and makes a run for it. Still woozy and in an extraordinary amount of pain she tries to lose them in the woods.

Batwing appears from the sky and attacks Nunzio and Guido. Spider-Girl can hear screams and gunfire in the distance fr om the attack, she tries to ignore it but even in her weakened state she knows she has a duty to protect lives and turns back to go help. She finds the two men laying in the woods unconscious, one of them is holding a necklace with a crucifix, apparently pulled from his attacker.

Black Tarantula shows up in Silverback's home. He has disarmed and dismantled Silverback's guards and wishes to sit down and discuss the gang-war man to man.

Peter Parker hasn't been able to defend Spider-Girl or convince Captain Ruiz of her innocence. Ruiz informs Peter that Spider-Girl will have a warrant out for her arrest in connection to the murders of both Gwen Reilly and Tombstone.

Spider-Girl takes the keys to Nunzio and Guido's car so she can go find help, before she can go anywhere Batwing strikes again. She is too weakened to put up a fight and collapses wanting to give up. Batwing grabs back his necklace then grabs Spider-Girl and takes to the sky with her. She finally talks herself back to her senses and works up the strength to strike Batwing and he releases her and she plummets back to earth, slamming to the ground.

A priest arrives in the woods coming to Spider-Girl's aid. He calls himself Father Santin i and helps her up and into his truck and drives her to safety. Mysteriously he is wearing the same neck lace and crucifix as Batwing.

Meanwhile April Parker has been swinging around the city as Spider-Girl reveling in her plans to take over May's identity now that she believes her to be dead. April's fun ends when she is attacked by Fury the Goblin Queen. As a member of the Order of the Goblin cult, Fury has intimate knowledge of April's history as a clone and her symbiote-hybrid powers, she uses a combination of fire and sonic weapons to quickly subdue her and takes off with her back to her hideout.

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