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This story takes place immediately after Down Among the Dead Men.

Peter wakes up to find his half-unmasked face on the front page of the Daily Bugle and Jonah Jameson is offering a reward for whoever recognizes him. To make matters worse, Peter and MJ discover that they are broke. Spidey then goes on his daily patrol and he is receiving a negative reaction from the public. Then Doctor Octopus appears and attacks Spider-Man, and their battle causes a lot of property damage until Ock is knocked out by cops using a sedative dart and they blame Spider-Man for the damage caused by the battle. Then a SWAT team attacks him, hoping to take his mask off to claim Jameson's reward. but they are called off by Captain LaMont, an ally of Spider-Man. Spider-Man swings off and the cops take the unconcious Doc Ock away for some unusual testing.

Peter meets up with Mary Jane in a Cafe and she tells him that Felicia has discovered that Venom is back in town and is arranging a meeting of super-villaines. Peter urges MJ to leave town again but she refuses, revealing that she is now carrying a gun, and although Peter is uncomfortable with this, he eventually agrees and lets her stay.

Peter then goes to the Daily Bugle where many Spider-Man imposters attempt to cash in on Jonah's reward by revealing their own identity. Peter presents Jonah of a photo of his fight with Doctor Octopus and Jonah gives him 500$ for the photo because he knows about Peter's money problems.

Spider-Man versus New Venom

Spider-Man then visits Osborn in jail again and asks him weither or not Aunt May is dead, hoping that Norman would give him some clues but Osborn just taunts Peter and tells him that he will never help him because he has endangered him by putting him in jail because the cops are planning to have a brainwashed Doc Ock kill him.

Spidey then heads for the X-Mansion to asks the telepath, Rachel Summers for help. Using her mutant powers, Rachel is unable to find May and thinks that she might be dead.

Elsewhere, Eddie Brock is back in town and is auctioning off the symbiote suit to a large group of super-villaines. Don Fortunato wins the auction and plans on giving the symbiote to his son, Angelo, hoping that his son would make a name for himself.

Three weeks later, after a brief fight with the Lizard in the sewers, Spider-Man meets up with the Black Cat who informs him about the super-villain auction and the new owner of the Venom symbiote. Peter has become more worried now that Aunt May has been missing for almost five weeks.

Death of Angelo

Peter goes with MJ to a high school reunion where the new Venom, Angelo Fortuanto, knowing Spider-Man's alter-ego attacks Peter, hoping to make a name for himself by killing Spider-Man, and in his attack, he kills a jock who used to bully Peter in high school and overheard Venom calling Peter Spider-Man. Angelo has quickly mastered all of the symbiote's abilities and his fight with Spider-Man continues onto some rooftops and Venom apparently kills Spider-Man. However, the man he killed was actually a Spider-Man imposter who was trying to claim Jonah's reward and while Venom is distracted by the imposters' assistant, Spider-Man springs his attack and pummels Venom who decides to retreat. Disgusted with Angelo's cowardly actions, the symbiote leaves Angelo while in mid-air, leaving him to fall to his death and Spider-Man was unable to save him because he was out of webbing in his Web-Shooters.

Peter then goes to the Daily Bugle, determined to remove the bounty off his head, he brings Jonah some photos that he claims proves that Jonah's son, John is Spider-Man and tells him that him and John made a deal a long time ago so that Peter could take pictures for him. Johna believes Peter and gives him half a million pounds and decides not to publish those photos. Not knowing what to do with the money, Peter ends up donating it to the Vulture's ill grandson since he felt sorry for him. Peter then gets a call from May's kidnapper who tells him that it's time to meet.

The story concludes in The Last Stand.

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