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Continuing the new tale of Spider-Man in high school! Senior prom is usually a pleasurable experience, except where Peter Parker is concerned! A mutated Sandman is rampaging through the frightened city crying out for the wall-crawler, but Spidey can't respond because Peter is too busy with his showdown with high school nemesis Flash Thompson! And if Peter even gets to the prom you won't believe who he picks for his date!
Peter's sudden change in attitude is having a decided effect on the Spiderverse. Flash Thompson, predictably, is more than a little upset. Liz is practically picking out china patterns. And the Sandman, who's definitely seen better days, manages to break out of his holding cell. As for Peter, he's actually skipping class, using his time to meet Betty Brant at the Bugle for an impromptu picnic at the park. But Peter makes the mistake of mentioning he's reconsidered attending the senior prom, leading Betty to believe he's asking her. Oops.
The revelation that he's now asked two girls to the prom is weighing heavily on Peter's mind, causing him to zone through an independent study session for his grant application. Calling it a day, he runs right into Flash Thompson who threatens him with bodily injury if he doesn't uninvite Liz to the prom. But Peter's tired of laying down and taking it, and he tells Flash where to get off. Taken aback, Flash challenges him to a bridgewalk on prom night, winner takes Liz. Peter readily agrees. One problem: "what's a bridgewalk?" It turns out to be a walk along an unprotected section of a railroad bridge. Kids have died attempting it before. And Peter's starting to wonder if his new life is worth it.
Back home, Aunt May keeps trying to get Peter to open up about his problems, but he blows her off upon seeing a news report that Sandman has escaped and is trying to find him. He runs off, leaving in Aunt May's head the idea that he would like to go to the prom with her friend Anna Watson's niece, Mary Jane. Spidey easily finds Sandman near the E.S.U. campus and is stunned by his appearance. ("You look like the Jersey shore after a midsummer picnic.") The chemicals Spider-Man dumped on him last issue took control of his body, and he's getting worse by the minute. While Liz and Betty both dream about their upcoming prom date Spider-Man is forced to tell a ticked-off Sandman that he doesn't know how to cure him. Sandman completely loses it and tries to kill Spidey, who saves himself by activating the building's fire extinguisher system (thereby dumping more chemicals on the already-messed up Sandy).
Rushing back to Midtown High to figure out an antidote to his experiment, Peter discovers that Flash trashed his equipment and stole his notes. His demands: bridgewalk or else! Peter again accepts, unwilling to flush any possibility of that grant, but the final blow comes upon returning home when he hears Aunt May has set him up with Mary Jane Watson: prom date #3! "Kill me now..."