Flash Thompson attempts to coerce the Venom symbiote to return to him, but fails as Otto seizes control of it, bashing him and Cardiac aside. Escaping the facility, he revels in the symbiote's power, then instructs his Spiderlings at Spider Island to inform him of any crime happening, no matter how small, and to program the Spider-Bots to do the same.

Back at Parker Industries, Sajani finishes sealing off Cardiac's wound, and is more concerned about Flash's condition. It is revealed that due to the combination of the chemicals needed to control the symbiote, and the symbiote itself, his body's biology has changed so that it is dependent on the symbiote to survive. Sajani informs Flash that he could only have a few hours to live if he does not get it back.

Across the city, Superior Venom is targeting anyone in the act of a crime, including a driver that was texting, a mugger, and a purse snatcher, when he receives a call by Sajani, but cancels it upon receiving one by Anna Maria Marconi. He immediately rushes back home.

Otto, meeting Anna, asks her what is wrong. Anna, crying, is worried that she had hurt the relationship between "Peter" and Aunt May, since she was surprised that May commented on her small stature negatively. Otto, enraged, vows to talk to May.

In the Goblin Underground, the Green Goblin sprays the Goblin Formula on Carlie Cooper after she still refuses to divluge the true identity of the Superior Spider-Man, causing her to writhe in agony.

Meanwhile, Mary Jane is on her way to Peter's home. She leaves a message for Carlie, hoping that she would be safe, but it's Otto that gets there first. He flies into a rage at Aunt May as Jay Jameson chides Otto for being rude to her. Otto gets even more mad when May forbids him to work for Spider Man after seeing what he had done.

Mary Jane bursts in and forcibly drags Otto away. She demands answers, but Otto cuts her off after receiving a tip on a heist in progress. Mary Jane scolds Otto, but in response he summons the symbiote, to Mary Jane's horror, and threatens her that if she crosses him again, there will be consequences. Soon after, Officer Yuri Watanabe comes in and takes Mary Jane away.

As Superior Venom faces off with the culprits of the heist, Mary Jane makes a call to the Avengers, informing them that Spider Man has been taken over by the symbiote. Captain America asks her to calm down and tell his group of the Avenger's location.