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At the start of this issue, Spider-Man is watching two men paint a billboard, encouraging citizens to vote for a man called Richard Raleigh for mayor. As Spider-Man watches them, the billboard gets smashed through as a gigantic man punches his way through. Spider-Man manages to get the men to a nearby ledge, before attempting to fight the man, who calls himself the Smasher. Despite Spider-Man's best efforts, he can't hurt the Smasher, but does manage to get him out of the way long enough that he saves the painters from falling from the ledge he put them on.
By now the Smasher has left, so Spider-Man goes to get his original mask from J. Jonah Jameson, who has had it for the past few issues. Spider-Man then changes to Peter Parker, and runs into Mary Jane and Harry Osborn. Mary Jane tells Peter that he should be supporting Richard Raleigh, and for him to come to a dinner that Raleigh is throwing for his supporters that night. Peter then heads to the Daily Bugle to sell some pictures of Doctor Octopus and Hammerhead from the past few issues, but J. Jonah Jameson refuses to buy them, since he wants pictures of the Smasher. Peter then sees a speech of Raleigh's on TV where Raleigh declares war on any criminals who would attack him.
Peter then changes to Spider-Man and heads to the Gwen Stacy's house. Nervously, Peter asks Gwen whether there's anything between her and Flash Thompson, as he thinks there is, but Gwen happily informs Peter that they're only friends. The two then head to Raleigh's promotional dinner. However, whilst there, Peter notices the ceiling starting to crack, and douses the lights so that he can hold it up. Since he doesn't have enough time to change to Spider-Man, he does it as Peter Parker. However, Peter's webbing isn't strong enough to hold the ceiling up, and he thinks that because he's failed, Gwen is going to die.