Spider-Man confronts the Vulture. They begin their battle in the high sky, but the Vulture keeps dodging Spidey’s webs. Spidey notices that the Vulture is actually trying to escape, but won’t allow that to happen, and follows him.
Meanwhile, close by, Sharon Carter reports on the secure D-Sac Secure Beta line to her boss, Nick Fury. As ordered, she is standing across the street from Roxxon Industries and has full view of the ongoing battle between Spider-Man and the Vulture. This is the first time Sharon has met the villain, so she can’t honesty say if he’s a mutant or not. And as ordered, she is observing the battle, but not interfering with it. She reports she’s going over to full cloak ability now, and turns invisible. Fury reads her loud and clear and wants to know what’s going on. Sharon reports that Spider-Man is actually fighting a skinny bald guy in a bird suit.
Tony Stark, standing next to Fury at the Triskelion, laughs at that last sentence. He wants to go get his Iron Man armor. Fury tells him not to, as he wants to see how this battle goes first. He asks for footage, so Sharon sends it in.
Meanwhile, Chen, Powell and Quentino want to get out of the battlefield, but Silver Sable has another idea. She points her gun towards Spider-Man and the Vulture. The Vulture throws some grenades at Spidey, who catches them with his webs before they hit the city below them. However, the grenades explode nonetheless. Luckily, Spidey manages to jump into safety. Sharon gets a clear shot on the Vulture, due to the light coming off from the explosion. She sends it to the SHIELD computers, who identify the villain as Blackie Drago.
The Vulture flies back towards the still caught in webs Roxxon, who begs for his life, but the Vulture ignores that. Spider-Man tries to make it back to the Vulture by jumping across some buildings, and doesn’t notice Sable has a lock on them both, but waits for the right moment to shoot. As Spidey attacks the Vulture again, she fires her gun, but the bullet misses them both. Roxxon panics. Sharon thinks she should interfere, but Fury asks her to hold on, recognizing Drago as an ex-SHIELD agent. Tony didn’t even know one could become an “ex-SHIELD agent,” as he thought the contract was for life. Fury claims it’s possible to become an ex-agent, though it isn’t easy.
Tony wants to go suit up, remembering Fury it will only take fifteen seconds. Fury orders Stark not to do that, claiming he is testing Parker. Tony doesn’t like that idea, believing Peter has already gone through enough and has the skills to become a fine agent. Fury smiles he isn’t testing Parker for that.
Spider-Man punches the Vulture again, wishing he could go for one week without having to face someone who wants to blow him up. The Vulture smiles it’s nice to have a dream, and fires blades from his wings at Peter! Spidey dodges them all, though he wishes that the Vulture would go back to using his grenades. Sharon jokes to Fury that she wants one of the Vulture’s suits for her birthday, as they are cool. They are very similar to the Falcon suit Sam Wilson wears. Tony also wants to know who made the Vulture’s suit. Fury orders Sharon to keep an eye on Sable and her group, making Tony wanting to know who Silver Sable is. Fury claims that it’s a whole thing.
Meanwhile, Roxxon is contacted on his cell phone. He answers it, and begs for help. The caller laughs that it’s perfect that Roxxon is actually crying. Roxxon is confused at this, not knowing who’s calling him. Elsewhere, Sharon picks up the call and warns Fury about it, but he is already aware of it. He quickly gets busy trying to trace it.
Meanwhile, Spider-Man continues to battle the Vulture, but he really gives him a hard time.
The Vulture chases Spider-Man, who webslings away, joking that he should be the one chasing the Vulture. As this happens, the caller continues to laugh at Roxxon, saying that it’s true what he heard, and that Roxxon is truly dumb. Roxxon still hasn’t a single clue who’s calling him.
Tony is surprised that the mysterious caller is actually contacting Roxxon, and doesn’t understand why he is doing that. The caller claims that he’s torn, because destroying Roxxon and his company at every turn should be good enough. The caller knows that it should be. But the truth is, when all is said and done, the caller really does want Roxxon to know who’s responsible for the destruction. The caller at least wants Roxxon to hear his voice.
Tony and Fury eavesdrop on the conversation, and Tony is glad to have his answer. Scientists inform Fury that they are busy triangulating the call, but Fury claims they already got it. Tony asks if he can suit up now. Fury smiles to Tony that of course he can.
Roxxon still doesn’t understand. The caller thinks that’s only natural, because Roxxon doesn’t seem to understand anything. He doesn’t believe that Roxxon really knows what he’s doing for a living, or what his company does or what his name stands for. The caller believes that Roxxon is just a puppet without a puppeteer. Meanwhile, Silver Sable’s group wants to call it a day. She’s not happy about it.
The Vulture grabs Spider-Man by his neck, who screams in pain. The Vulture is surprised to hear the scream, believing his enemy must be twelve years old or something. Sharon finally gets a clear shot on the Vulture and takes it! The Vulture’s jet-pack gets hit, and it breaks apart, causing him to fall down. Spidey shoots his webs at the villain, finding it ironic that now he has to rescue the guy.
Roxxon asks the mysterious caller what he wants so he can give it to him. The caller claims that he’ll be getting what he wants alright. He mentions to Roxxon that his business is falling apart around him. Roxxon isn’t even sure if he’ll live or die. And that will never end. The caller claims that, even after the moment Roxxon puts a gun into his mouth and fires it, he’ll still come after him. The caller even claims that he’ll go after all of Roxxon’s relatives who wear the same name. Roxxon demands to know who he’s talking to. Elsewhere, the call is traced to Jersey, and Fury orders a team to move over there.
Meanwhile, Spider-Man just in time brings himself and the Vulture into safety before they hit the surface below them. Spidey mentions that this doesn’t mean he suddenly likes the bird-man. The Vulture warns Spider-Man to get off of him, but Spidey ignores that. Instead, he hops onto the Vultures back, and kicks him against a giant, golden statue. He then traps the villain against it using his webs, and is glad the battle is finally over.
While some bystanders gasp about what just happened, Spidey takes a few moments to gather his breath. He suddenly remembers about Roxxon, and hopes the guy didn’t fall down and die or anything. Once he makes it back to the building he taped Roxxon onto, he notices that his webs were cut down and that Roxxon managed to escape. Spider-Man hates the idea that he doesn’t know what this was all about, and that he’ll probably never find out about it. He leaves, remembering he still has some geometry homework left to do.
Meanwhile, in Jersey…
Iron Man, Fury and some soldiers break into the house of the mysterious caller. Knowing he’s caught, the mystery man gives up, admitting he thought he bounced the trace. Fury ironically mentions they know how to work past that. He asks the guy if he’s some sort of inventor or something. The man claims that he “tinkers.”
Fury is then informed that the Vulture has been apprehended. Fury tells his men to make sure the suit isn’t booby-trapped before they remove it but the mystery caller claims that the suit isn’t. Fury recognizes the caller as Elijah Stern, who used to work for the R and D department of the Roxxon company. Roxxon fired Stern because he had a temper tantrum. Stern demands a lawyer first. An angry Fury tells Stern that he needs a vast amount of therapy first.
Stern claims that Roxxon fired him right after he gave him the future. Stern claims he figured out how to use vibranium as an unlimited power source. He sent Roxxon the prospects and they in return shut down his department. They downsized him on the birth of a new technological millennium. He claims that Roxxon is a dumb fool. The future of the world was in their hands, and Stern claims that Roxxon screwed him so he screwed him back. Stern bets that he did it pretty well too, and that Roxxon will now leave the country and kill himself with pills.
Tony wants to know how, if Stern got himself fired, he could afford all the suits he sees hanging around in the room. And he wants to know how Stern can afford goons who put themselves into the suits. Stern replies that he stole it all from Roxxon and hacked his accounts. And goons are easy. There’s a whole web-ring of them, and one can hire them out of Malaysia. Fury wants to know why Stern didn’t just blow up Roxxon’s car or something, if he wanted him dead so badly. Stern defends that wouldn’t mean anything. He had to take Roxxon out with things he invented for him.
Fury tells the “Tinker-er” that he has two choices now: he’ll work for him until Fury tells him it’s enough. Stern will live under lock and key until Fury says he served his time. And, Stern will also see a shrink Fury will send him to. Stern wants to hear the other choice. Fury smiles that the other choice is that he’ll shoot Stern now for trying to escape and take all of his toys anyhow. Stern agrees to go for the first choice. Fury notices a big robot in a corner and asks Stern what it is. He calls it “the Slayer.” When Fury wants to know what the robot slays, Stern claims it can slay anything. Tony is impressed.
The next day…
Roxxon walks out of his office, and is crowded by media reporters, who all want to hear about his involvement with Spider-Man. Donald ignores them and walks into his limo, where, surprisingly enough, Silver Sable is waiting for him and demands her money. Roxxon promises he’ll give it to her. Sable wants Roxxon to understand that, if she ever sees or hears from him ever again after today, she will kill him in his sleep. Roxxon understands. Sable also mentions that, if she sees her name mentioned somewhere, even by SHIELD or the FBI, she’ll also kill him. Roxxon understands.
Elsewhere…
Spider-Man meets up with Flash in his home, but Flash is rather angry at Spidey and defends himself with a baseball bat. Flash angrily tells Spidey that he can go walk around in a costume and commit crimes if he thinks that makes him a man, but Flash won’t let him threat his family. Spidey tries to calm Flash down and just wants to apologize for all the misunderstandings. Flash warns Spider-Man to better leave now, or else it will be clobberin’ time!
Later…
The entire confrontation between Flash and Spider-Man got filmed on camera, and duped “Caught In The Web: The Flash Thompson Story.” And the story airs on every news channel.
At home, Peter watches the terrible turn of events, and gets a call from Kitty. She hears someone laughing loudly and thinks it’s her, and asks Kitty if she thinks it’s a good idea to be laughing at him this early on in their relationship. Kitty mentions that she isn’t laughing, but Wolverine is. At the Xavier’s school, everyone was watching the news as well and saw the story. Kitty tells Peter not to worry about it, since, now that the show aired, it will all be over. Peter, finishing his pizza, doesn’t agree with that.
The next day…
At school, Peter notices how girls hang around Flash, wanting to know if Spider-Man really was at his home. One of the girls thinks that the actor who played Flash wasn’t as cute as the real one. She wants to know if Spider-Man really is one of their teachers, or maybe one of the janitors, because Spider-Man looks disgusting. Peter overhears the entire conversation, and isn’t happy at all!
