Caught in the middle of a war between the Black Tarantula and the Hobgoblin, Spider-Girl learns that there’s a new Crimelord in town who claims to possess the secret files of Wilson Fisk, the former Kingpin of Crime.
Spider-Girl meets her family at the office of Dr. Kaplan. Kaplan gives them good news. He's willing to perform a small surgical procedure which should cure Benjy's hearing problem. This overjoys May since she feels responsible for Carnage taking over Benjy. Kaplan wants to take blood samples from the entire family to prepare for the "unexpected" and have a potential donor in place.
At Valentine Motors, the place is attacked by someone throwing smoke bombs. Mr. Valentine, also known as Handsome Richie, tries to make an escape in a hidden door but is shocked to find a figure standing on the other side. The man tells him that the hidden door is among the information he recently came into possession of. He tells him that he is planning on putting the information up for auction.
A little later, Valentine visits the office Chesbro, who is using smoke machines and is surrounded by hired muscle. He tells him the man called himself Crimelord and claimed to have Wilson Fisk's old files. Chesbro is surprised because he thought the police had possession of it. Valentine asks if someone declared a gang war and didn't tell him. Chesbro just says that there's a lot of people that want to replace Black Tarantula. He tells Valentine to find out the location of the auction and get back to him right away. He says he has the perfect person in mind to go after him.
The next day Dr. Kaplan calls the Parkers and says he has an O.R. room booked and wants Benjy to go in that day. Peter and MJ are allowed to spend the night in the hospital with Benjy but tell May she should go home and rest since she will most likely be the best match for being a donor.
Hobgoblin meets with Detective Drasco and yells at him about the Kingpin's disc. He wants to know how Crimelord got a hold of it. Drasco says he's looking into it and leaves. Mindworm steps in and Hobgoblin asks if he got read any information off of his mind. Mindworm says it's hard to read cops plus the fact that he's playing both sides. He then prepares to go out and gather some more information under the guise of one of Tarantula's underbosses.
At school, May is walking with Davida and runs into Gene. He asks to speak to her alone and wonders if she's thought about what he said about getting back together. He wants to know if she's willing to make some changes so that they can have a chance.
Chesbro hears from Cottonmouth about the time and location of the auction. Mindworm is with him as he makes the call. Chesbro then calls Spider-Girl and fills her in on the disc and the dangers of it falling into the wrong hands. She wasn't planning on going out tonight but now feels she doesn't have a choice. She decides to call and arrange a meet with Drasco since he owes her.
At a bar, Charlie Kurkle, the man that originally got a hold of the disc is offered a job by a friend. He tells him that he has his own thing going on and it could set him up for life.
Spider-Girl meets with Drasco and tells him she's disappointed in him. He asks her if she thinks he'd really dress up in a mask and call himself "Crimelord." Spider-Girl agrees it doesn't seem like something he'd do. He suggests that perhaps he got them from Kurkle. He's been keeping an eye on him. When Drasco has his back turned, Spider-Girl slips a spider-tracer on his back. Drasco sees Kurkle leaving the bar and moves to follow him. Spider-Girl does too from above. At a seedy hotel, she finds him talking with his ex-girlfriend, Mona.
Spider-Girl returns home to get some rest. Her parents and Benjy leave for the hospital. As soon as they leave, there's a knock at the door. Fearing it could be Deadspot, she opens it to find Davida and Courtney. They've come with pizza and movies.
Deadspot gets a phone call. She says she's still working on completing her job. The caller tells her he(?) may have another job for her.
Courtney and Davida leave at midnight. May knows she should sleep but is too wound up. She decides to go out swinging for a bit. She figures Drasco must be at home in bed and wants to see where he lives. Instead of his home, she is lead to an old theater in Brooklyn. Seeing who is entering, she figures it must be Crimelord's auction. There's an explosion that catches her off guard. The Hobgoblin is there.
Inside, the Deadly Delilah, ruler of the upper East side; Cottonmouth, controller of the Bronx; Man-Mountain Marko, West Side; and Fancy Dan all walk in.
Hobgoblin has some new tricks in his bag. Taking a cue from Spider-Girl's impact webbing, he's developed a new goblin grenade. When one explodes nearby Spider-Girl, it wraps her up in an unbreakable bag.
Crimelord begins his auction. Hobgoblin enters and bids one Spider-Girl and claims no one would have a higher bid.