At the start of this issue, a thug is being chased by a mysterious flying figure. As he keeps running, the thug tries to convince the figure not to chase him, and he was just following orders and didn't know who he was. The figure's revealed to be the Vulture, who grabs the thug and flies off with him. The thug's screams are loud enough to wake up Peter Parker in his nearby apartment, but after looking out the window for them he can't find them. The Vulture then throws the thug into the waters of the Hudson, saying that the thug was foolish for trying to get him to pay protection money. A few hours later, the thug reports to his boss that he was unsuccessful. The thug's boss is revealed to be Mr. Morgan, a gang leader not seen since Captain America #183. Whilst Morgan makes plans to get Vulture into his gang, Peter Parker meanwhile oversleeps, and is forced to change to Spider-Man to make it to school on time.
Morgan and his men soon head to a small repair shop which the Vulture uses when not stealing things, and Morgan tries to convince Vulture to join his gang. However, Vulture finds it an insult to go into a mere gang, and so takes out Morgan's thugs. He then takes Morgan himself and dumps him on a signpost, saying that only vengeance against Spider-Man matters. Whilst he is saved, Morgan thinks about how the Vulture has made him look like a fool, and is going to make him pay for it. Meanwhile, Peter Parker finishes his last class, and goes out for a walk. He passes a restaurant, and recognises it as the one where he and Flash went the other day (i.e. last issue), where Flash thought he saw Sha Shan. Peter asks the owner of the restaurant if Sha Shan is there, but the man denies it, whilst Sha Shan overhears in the back room.
Returning to the street, Peter is shocked to see the Vulture grab a man from the street, and fly off with him. Some passerbys say that the Vulture has vowed to grab a hostage every fifteen minutes, unless Spider-Man shows up to fight him. Peter then goes to a side street and changes to Spider-Man. By now, the Vulture's plans have come to the attention of the media. Watching a news report, Mr. Morgan decides he's worked out how to get his revenge on the Vulture. A mysterious man then comes into the room, collects some money from Morgan, and says that his plans are always guaranteed to work when he hires the Hitman!
On the street, the police are having trouble saving the Vulture's hostages. Every time they line him up in their gun's sights, he moves in front of the hostages, and he's never away from the building long enough for them to go up there and save them. Spider-Man then arrives, and attacks the Vulture. Fortunately, as he fights the Vulture, the Vulture is too distracted to worry about his hostages, and so the police are able to save them. With everyone gone from the building, Spider-Man tries luring the Vulture into a building, where it will be too cramped for the Vulture to fight efficiently, but unfortunately the Vulture manages to get Spider-Man into the empty elevator shaft. From there, Spider-Man tries shattering the Vulture's power pack, which he did to defeat him the last time they clashed, but it's booby trapped and Spider-Man is electrocuted. As the two reach the bottom of the elevator shaft, there's a small explosion and the doors to the floor are blown off. Standing there is the Hitman, who says that he's going to steal the Vulture's vengeance by killing Spider-Man himself.