This issue starts with The Human Torch flying into the sky to make a message that says, "Where R U Spider-Man???".
This issue, #442 brings about a re-numbering process that continued all the way through to issue #499, even though the re-numbered titles constitute the same series. In essence, that means there are no issues 442-470 for the "Amazing Spider-Man" line (a dual numbering process would go into effect starting with issue #471).
Meanwhile, at Peter Parker's new apartment which was paid for by Mary Jane's using her modelling earnings, Peter acknowledges the Torch's message ablaze in the sky. He reminisces about his days as a super hero and then turns his back on this message because his number 1 priorities is now caring for his family. Daredevil, The Man Without Fear is on the streets of New York City doing what he does best; fighting crime. He fails to notice the flaming message until the criminal he's apprehending mentions it. He concludes that Spider-Man has disappeared due to the fact that street crimes is ascending. Across the city, Captain America observes the fading message. He respects Spider-Man's work and returns to his Avengers' training session. The whole team reflects on Spider-Man and how much he did for the city.
At the Daily Bugle , J. Jonah Jameson is still not satisfied with Spider-Man's disappearing act. He wants to uncover all the hidden, dirty secrets Spider-Man has. Peter enters with photographs for Bugle's Editor and hears one of his infamous lectures. Suddenly, Robbie learns of Scorpion's attack across town and tells Betty Brant and Peter about these events. Peter puts off the assignment so instead Betty goes off to take the photographs by herself. Scorpion is destroying the downtown area trying to find somebody. He gets extremely close to Brant but all of a sudden our Friendly Neighborhood Spider-Man jumps in and saves the day! However, the Scorpion easily bests this Spider-Man and a part of a nearby building falls on top of our wall crawling hero.
A short while later, Peter goes to TriCorp and applies for a job, he meets a man named Terry Kwan. While being shown around the premises he keeps thinking that Scorpion is no longer his problem, somebody else can deal with him. Just then, when Peter is being shown another facility, the Scorpion attacks and destroys a nearby wall. Peter goes around and saves people. Walt, an employee of TriCorp, is unfortunately stuck under the Scorpion's attack. Peter goes over and brings down a part of the building on the Scorpion's head. He is fazed for a moment till he realizes the pulsating light on his wrist BioScanner. As it turns out, he was looking for Peter himself. He is about to lay waste to Peter when suddenly, the NEW Spider-Man jumps in. The new Spider-Man is noticeably a less experienced fighter. Peter finds some cords and gets another TriCorp employee, Javier, to help set up some cords and a generator to electrocute the super villain. Peter lassos Scorpion's arm which, in turn, electrocutes him. Peter grabs the new Spider-Man by the arm and asks the mysterious superhero who's under the mask. This new Spider-Man replies with, "I can't tell you that! That's why it's called a SECRET identity!" and he swings off
Peter returns home. Aunt May asks him about his day and Peter says he got the job at TriCorp. They approach to hug and Aunt May mentions that his Uncle Ben would be proud of him. A silhouette of The Amazing Spider-Man appears as they embrace.