The Chameleon returns to his lair - with his latest victim - to find it ransacked. Realizing that his position is compromised, he blows up his lair, unknown that he's got a Spider tracer on his gun. Six hours later, Spider-Man finds the mask of himself.

In a flashback, it is revealed that Peter, when drugged by Chameleon, his Spider-Sense woke him up and covered himself in his webbing, protecting him from the acid before he got out. Rummaging through the Chameleon's stuff, he learns that he's after Shadow Command.

Spidey follows his tracer, only to be ambushed by the NYPD Mandroids, causing him to drop the tracer. The police list out his rights while he struggles and tries frantically to warn them, only to be interrupted by Jonah Jameson, appearing on the circular chests of the Mandroids, informing his long hated foe that he has gained access to the technologies developed by Spencer Symthe, who had past away, including his spider tracker. Spider-Man then notices a stray police truck headed towards a building and escapes the Mandroids' grip. He then attacks the Chameleon, disguised as a female police officer; Jonah cites this as proof that he's a menace, just as Chameleon hits the detonator. Spidey quickly rips off part of his/her mask, showing it and the bomb to the police as proof. With only ten seconds left, he tells the Mandroids to use their particle field accelerators to contain the blast; they comply. Once the disaster is averted, Jonah screams at them to focus back on Spider-Man, but the Spider-Slayer squad allow him to escape and crush the spider tracker, stating that it took "friendly fire".

Later, Jonah is dismayed to hear that his entire Spider-Slayer squad has resigned. He tells his deputy-mayor Haskell that Spider-Man was obviously working with terrorists and framed a cop and demands that they send out a press release only for Haskell to interrupt him, informing him that city hall is not the Daily Bugle. He can't just print whatever he wants and expect the people to believe it anymore. He also hands in his letter of resignation, stating that he must choose between either his vendetta against Spider-Man or actually helping the city.

When Peter arrives back at Aunt May's home, he finds Harry sitting on the couch with his cousin. Apparently, the Chameleon had "screwed" up his life, having given the keys, prompting Harry to pay back the rent on his apartment. Upstairs, he finds Mary-Jane sitting on his bed, looking through his college album. And when he gets back to Michele's apartment, he finds that she's warmed up to him, wearing his clothes.

An hour later, Chameleon, in the guise of Janice Trillo, meets with Kraven the Hunter's wife, and they both plot their revenge against Spider-Man.