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Attempting to free Betty Brant Leeds from a sinister cult, Spider-Man meets the cult's leader, the Teacher. Are the Teacher's abilities for real, or is he just the greatest con man the world has ever seen? If Spidey doesn't figure out the answer soon, he may get sucked into the cult himself!
After the Teacher's 'miracle', Pete is feeling very confused. He doesn't really want to take Betty away from it all. He sees her talking to a 'Sister Tracey' (Kate's sister is called Tracey!) when Teacher calls him over for a word. He has Spidey's mask.
MJ is at a lingerie shoot with her friend but doesn't know if she wants to go through with it as she hasn't spoken to Pete.
Flash leaves Ben and wants to go find the cult on his own. Meanwhile Teacher takes Pete to the gate. He gives him back his mask and tells him to leave but come back if he wants to hear his teachings. He says violence isn't the way of the cult.
Back at the Bugle and Pete tells Ben and Kate that he ran into Spidey, who had seen Betty and Tracey alive and well but he didn't think the place was that bad. Kate goes mad and demands Pete get information from Spider-Man about where the HQ is. Pete uses a Bugle phone to call MJ and let her know he's OK. She begins to ask him about lingerie modelling but because he's in a rush he doesn't properly listen to her and instead tells her to do whatever she thinks is best for her career. MJ goes and does the shoot (uh oh!)
Spidey tracks down Flash coaching some kids at basketball. He tells him Betty is happy and that he's not willing to 'save' her. Spidey swings off but Flash lets slip the name of the cult and the co-coach – a police officer – says he knows where their HQ is.
Flash goes back to the priest to try an convince him to de-program Betty after he gets her back. The priest agrees and knows the right guys to kidnap her. His deprogramming team raid the HQ and take Betty. Elsewhere and Spidey has found Doctor Druid – apparently Doctor Strange was unavailable and he was the next best thing. On top of the WTC, the Doc explains how Teacher could have faked the 'miracle'. Back at his apartment and he gets a call from Flash. He rushes over and see that Flash has Betty.