More as Spidey battles the threat of Freak and his personal life falls apart around him.
Spider-Man looks down in the alley where the newly transformed Freak has emerged from his cocoon. The battery in his camera died so he can't take pictures. Several police officers are down there too. If he goes down, they'll try to arrest him for the serial killings he's been accused of. Freak starts moving and an officer with an itchy trigger fingers shoots him in the head when he doesn't stop. The shot sends him down into a service tunnel into the sewers. The officers think the problem is over but Freak forms another chrysalis to recover.
Carlie Cooper is able to take a sample of the remains of Freak's cocoon and takes it to her lab. Peter tries taking the only photo of the cocoon to Dexter Bennett. Bennett isn't too happy with it. He then sends Peter over to the Hollister press conference where he's announcing that he's running for mayor. Bennett reminds him that they are supporting Crowne and he wants pictures that will make Hollister look bad. This puts Peter in a bad place as he doesn't want to hurt Lily or Harry. He manages to get some perfectly timed photos and is unable to avoid being seen by Lily. Later Bennett is happy, especially with the one where you can see Hollister's nose hairs. When he mentions adding the credit to the photo on the front page, Bennett chooses this time to actually remember Peter's name.
At the NYPD headquarters, Curt Connors pays a visit to Carlie and they discuss the sample she found. Even though it's against procedure, she agrees to work with him.
Down in the sewers, Freak wakes up. He has changed again. He now has claws and webbed hands. His senses have increased and he continues to blame Spider-Man.
At the hospital, Jameson managed to bribe an orderly to get him a copy of the Bugle. Seeing a front page story on the Freak and the fact that the paper is called the "DB," Jameson has no idea this was his paper. He threatens to have his lawyers sue the "upstart" paper that stole their bugle logo.
Peter is at Aunt May's when Bennett calls him about a dedication Crowne is doing. Peter notes that the new batch of webbing he made is thicker than what he usually makes. He also added a tracking device onto his camera that picks up a sensor attached to his chest on his costume. The wide angle lens will now track his movement.
Freak makes his way out of the sewer tunnels. Still hungry, he kills a hot dog vendor and notices the torn pants of Spider-Man. Grabbing it, he realizes that he can now follow his scent. He then ends up at the dedication since Peter is there taking photos. He starts a commotion demanding that Spider-Man show his face since he knows he's there. Freak starts tearing things apart. It looks like Crowne may be in danger. Spider-Man's web shooters pick this moment to jam up.