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At the start of this issue, Spider-Man is swinging around when he notices a foreigner being mugged. He swings down and saves the man, but is mistaken for an attacker by some of the locals. Whilst this is happening, the Tarantula, who was knocked out by his employer in the previous issue for guessing his identity, is tied up in the basement with the chancellor of Empire State University, Richard Gorman. The Tarantula manages to free himself, and goes to kill his employer for double-crossing him. However, when he confronts him there's a bright flash of light, and he's knocked out. The leader then declares himself to be Lightmaster, telling the Tarantula that he won't get the chance to reveal his identity. For good measure, Lightmaster knocks out Gorman as well, before flying away with a plan to gain immense wealth and power.

Spider-Man then returns home, only to find Glory Grant and Flash Thompson there. He manages to get into his room and change to Peter Parker without being caught, and then leaves his room to talk to them. Flash suggests that the three of them go out to dinner, and Peter agrees, since he hasn't eaten for almost a day. At the restaurant that they go to, Flash is shocked to see that one of the waitresses is Sha Shan, whom he had a brief fling with a few years ago (in Amazing Spider-Man #110). However, upon seeing Flash, Sha Shan runs off, and the owner of the restaurant kicks Flash, Peter, and Glory out. Flash then walks off from the other two, confused and depressed about Sha Shan's reaction to seeing him. Peter then notices a mysterious flashing light in a nearby window, and changes to Spider-Man to investigate. There, he finds Lightmaster, but Lightmaster manages to escape with the city controller as a hostage.

Peter goes to the Daily Bugle, so that he can try and work out who's been behind the kidnappings of the past few issues. After looking at a certain file, Peter has enough information and goes to the mastermind: Edward Lansky, the first man kidnapped, who is also Lightmaster. Lansky reveals that he did it all for the University, so that he could get the funding and keep operating. Lightmaster then attacks Spider-Man, who's once more a decent match for him. Whilst trying to escape and get some breathing space, Spider-Man suddenly works out how to defeat Lightmaster, and goes to a control board at a theatre. Spider-Man is able to send an electric current through Lightmaster's costume, which is powerful enough to knock him out, whilst being weak enough not to kill him.

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