Scorpion is in the sewers of New York, confused and wondering how long he's been there for. As he wonders whether it's been a lifetime in his delirium, he yells out that it's been a lifetime of agony and pain due to J. Jonah Jameson turning him into the Scorpion, and that because of him he can never have a normal life. He says about how the costume doesn't come off, and so he can never walk amongst ordinary people without being stared at and hated. He then decides to go after Jameson once more, since his body has healed from the acid that Ms. Marvel dumped him in last time he tried attacking Jameson.
Swinging across the city, Spider-Man changes to Peter Parker, not noticing that he's dropped his spare cartridges for his web shooters in the process. He then meets up with Mary Jane, and asks her if she's changed her mind about marrying him. Mary Jane says that she does love Peter, but not enough to marry him. The two then go visit Aunt May in hospital, and afterwards Mary Jane is upset, since she doesn't know what she wants concerning Peter. Peter then goes to Empire State University, where he finds out that Hector Ayala has been dumped by his girlfriend Holly Gillis, since she didn't like the idea of him being the White Tiger. Peter then spends the rest of his day taking his usual classes at ESU.
Meanwhile, the Scorpion smashes open the sewer entrance to the lab of Farley Stilwell, the scientist who gave Scorpion his powers. Since he knows that he can't reverse his condition, Scorpion decides to use the equipment at Stilwell's lab to enhance his strength, not realising what it's doing to his sanity. A short time later, Peter Parker is visiting the Daily Bugle and asking J. Jonah Jameson if he has any assignments for him, when a piece of pavement is thrown through the window. Peter Parker then goes and changes to Spider-Man, and goes outside to find Scorpion about to throw a car through Jonah's office window. Spider-Man only finds out now that he dropped his spare cartridges, and so has to catch the car when he's out of web fluid.
Spider-Man can't hold the weight of the car whilst on the wall, but he is able to throw it towards the Scorpion. He then starts exchanging blows with the Scorpion, before the Scorpion announces that Spider-Man can't defeat him because he has nothing to lose. He then goes on about how Jameson took away his humanity and his morals when he made him into the Scorpion, and that he doesn't care about the consequences of his actions. Listening carefully to this, Spider-Man gets in enough punches to knock out Scorpion, before taking off Scorpion's mask to show him that he hasn't lost as much of his humanity as he believes, as Scorpion thought his costume was permanently stuck to his body.