At the start of this issue, Kraven the Hunter is practising his hunting skills on a Spider-Man mannequin, with Calypso watching. Calypso plays on Kraven's ego, saying that practising on mannequins is a waste of his skills, and that he should hunt Spider-Man once more. Kraven says that he's not going to hunt Spider-Man anymore, as he was so obsessed with killing Spider-Man that he lost his honour in the process, and has to regain it before he can hunt again. He's also ashamed of the last time he tried to defeat Spider-Man (in Marvel Team-Up #67), as he used Tigra, an innocent, in the battle but was still defeated. Kraven then says that he has a shipment of animals to deliver, and tells Calypso to prepare for the journey to New York.
In New York, Peter Parker and Debbie Whitman are together on a date, but Peter notices that Debbie is looking down. She explains that her uncle owns a shipping line at the docks, which is being threatened by thugs. Although Peter says he can't do anything about it, he changes to Spider-Man, and heads to the docks, where he sees a shipment of animals. Unknown to him, Spider-Man is noticed by Kraven the Hunter and Calypso, who wonder whether Spider-Man knows that they're in the city, and is going to alert the authorities. Whilst Kraven ponders this, Calypso releases the animals from their cages, planning for Kraven to save them and be a hero. As Kraven stops the animals from rampaging, Spider-Man manages to stop an escaped eagle and save a fashion model from falling. Upon returning to to the docks, Spider-Man wonders what Kraven had to do with it, since he was helping. Afterwards, Calypso tells Kraven that she saw Spider-Man freeing the animals, and although Kraven is sceptical, Calypso says that he doesn't want to believe it because he's afraid of Spider-Man. This remark convinces Kraven that he has to hunt Spider-Man once more to prove that he's not afraid.
Spider-Man heads to the Daily Globe, where he's told by Rupert Dockery that he has to get some evidence whilst he's at college of students and teachers dating. Peter decides not to take the assignment, as he finds Dockery to be too sleazy for his liking, a thought echoed by Spider-Woman miles away. Whilst Peter is still at the Daily Globe, Kraven the Hunter bursts in, and tells everyone that he wants a front page challenging Spider-Man to fight him. He then gets out one of Spider-Man's spider-tracers, and activates it, saying that that way Spider-Man will know where to find him. That night, Peter changes to Spider-Man, and follows the signal to the Museum of Natural History, where he finds Kraven. Before the fight starts, Kraven asks Spider-Man why he released the animals at the docks, to which Spider-Man replies that he doesn't know what Kraven is talking about.
Enraged that Spider-Man won't explain, Kraven then starts attacking Spider-Man, using the spears from the museum's exhibits to draw Spider-Man towards a trap. Spider-Man quickly escapes it, only for Kraven to weaken him by hitting pressure points and nerve centres, so that Spider-Man can hardly move his limbs. Kraven then attempts to kill Spider-Man with some dinosaur bones, but Spider-Man recovers enough to stop Kraven and push him down some stairs. He then quickly punches Kraven as hard as he can, knocking him into the arms of the police, who caught Calypso and are looking for Kraven.