Doctor Octopus is re-forming the Sinister Six for a mysterious scheme he's planning. So far he's recruited Electro, Sandman, Hobgoblin, and Mysterio.
MJ's director was mysteriously injured on the set of her soap opera, after he yelled at her. The Police suspect Jonathan Caesar, the psychotic who is romantically fixated on her, and kidnapped her before.
Aunt May's fiancee, Nathan Lubensky, is dying from a weak heart. He recently acquired a lot of cash through unknown means. What he intends to do with the cash is still a mystery. But Peter intends to find out what.
The story opens with the Vulture soaring through the air, carrying a dummy in his hands. He smashes the dummy to pieces in front of the Kingpin, and several of his associates. It seems the Vulture has been hired by the Kingpin to eliminate a certain Raymond Trask, who is being uncooperative with the Kingpin regarding some business matters. One of the Kingpin's associates, Mr Grouper, is unsure whether the Vulture is the right man for the job. And since he has bet his last dime on this hit, he intends to get a little "insurance", just in case something goes wrong.
Peter heads over to Aunt May's house, so he can question Nathan about the money he mysteriously acquired. As Peter gets Nathan alone, he gets Nathan to confess where he got it, saying he found out about the money through his connections as a photographer. Nathan tells Peter that he cashed in his life insurance. Peter is shocked, as Nathan has a terminal heart condition. Nathan tells Peter that he should forget all about it if he really cares about his Aunt.
At a Manhattan penthouse, Mr Grouper visits a Mr Nick Powell, also known as a gun for hire named Chance. He doesn't charge for his services, but rather bets them against his success. Grouper offers him ten percent of a million dollars, if he backs up the Trask hit. Powell gladly accepts.
Nathan tells May that he can't stand the waiting. Not knowing when he'll die. May tries to console him by saying he'll be around for a long time. Though she clearly doesn't believe it, as she sheds tears in sorrow. When May leaves the room, Nathan phones bookmaker to check on the odds for a bet he's placed. It's a bet on the Trask hit. Nathan feels guilty for betting on the death of another human being, but he sees it as the only quick way to leave a nest egg for May when he's gone.
MJ kisses Peter goodbye, as he heads out on a photo assignment to photograph the christening of Raymond Trask's new yacht "Trask Duchess". At the docks, where the christening is taking place, May is pushing Nathan in a wheelchair. She wishes she'd never brought him, but Nathan insists on staying. Peter senses a source of great power nearby, but sees nothing. Up above, Doctor Strange hovers in his astral form. He watches briefly as people mass to view a man who they honor for his possessions. He then leaves as it is of no interest to him. Raymond Trask appears on stage, and Peter begins snapping pics. Suddenly several grenades hit the stage and explode. The Vulture swoops in, tossing more grenades. Peter ducks out from the fleeing crowd, to change into Spider- Man.
The Vulture uses his whirlwing gust to take out Trask's guards, and then is about to grab Trask himself, when Spidey webs his hand and swings in for the attack. The Vulture takes off into the air, with Spider-Man in tow. Spider-Man creates a little slack on the webline, and then swings up above the Vulture, and then dives back down again, causing enough momentum to knock the Vulture down into the pavement. Suddenly, more shots are fired at the stage. Chance has arrived, and immediately opens fire at Spider-Man with his wrist blasters. Spider-Man tries webbing up the blasters, but Chance easily melts the webbing off. Spider-Man then webs up Chance's helmet, obscuring his vision. This sends Chance crashing into a water tower. He decides to fly straight up as the best means to escape, since he cannot see.
Meanwhile, the Vulture has recovered, and decides to grab Aunt May as a hostage so Spider-Man won't try to stop him. As he grabs May, Nathan grips the Vulture, and tells him to let May go. The Vulture releases May, and takes off in flight with Nathan still hanging on. Nathan panics when he sees how high up in the air he is, and lets go of the Vulture, as he begins to fall. Spider-Man snags his foot with webbing, just before Nathan hit the ground. Dozens of Police choppers begin to converge on the area. The Vulture finds himself surrounded. Suddenly an air ship arrives above him, as a voice asks if he needs a lift. It is Doctor Octopus, who tells the Vulture that he's been looking for him, and after hearing about this Trask business, he took advantage of it. The Vulture gladly accepts a lift off Doc Ock, as the police helicopters get closer. As Ock's air ship speeds off, Spider-Man recognizes it as the same one Ock used when he rescued Electro.
Down below, May holds Nathan in her arms. He chokes out his last words about how he failed her and has left her with nothing. But May sobs and says he's given her everything. Nathan then dies in May's arms.