ACT 2: Arrived in Los Angeles, Mary Jane heads over to the movie studio where she has an audition. However, things don't turn out quite well for her. The man she was supposed to meet was fired and another actress has already been hired. To top that off, she hears one the studio executive call her "a bimbo model with delusions of talent". She storms out of there.

ACT 3: Meanwhile, Peter has switched into his alter ego Spider-Man and has gone on patrol. He notices an undercover police car parked nearby so he heads down to see what is going on. The two cops in the vehicle tell him that they are staking out a bicycle thief so Spider-Man decides to tag along.

ACT 4: Hundreds of miles away, Mary Jane ponders about what to say to Peter, feeling very ashamed of herself. Back in New York City, Spider-Man realizes that he has to call her but when he does, the voicemail picks up on her phone. As he puts the phone back on his belt, his spider-sense suddenly goes off. Down below, a young 12-year old kid is walking all by himself. Spider-Man doesn’t understand why the kid set off his spider-sense so he decides to follow him. The kid heads towards a bicycle planted there by the cops, pulls out a large wire cutter from underneath his jacket, and attempts to cut the bicycle chain off. Spider-Man cannot believe what he is seeing. Even more troubling is when the kid pulls a gun out of his pocket and puts it on the ground next to him. At that exact moment, the two cops spot the kid and they come running towards him, weapons drawn. The kid grabs his gun and shaking uncontrollably, he points it at the policemen. Spider-Man wastes no time, webs the kid's hands to the gun and tugs on the web-line just enough to make the kid fall down without hurting him. The kid stands back up and starts running away. At that moment, the cops arrive on the scene. Spider-Man yells at them not to chase him, that he will take care of him; and he web-slings after the kid. When Spider-Man finds the kid, the latter is sitting on the ledge of a nearby rooftop. Spider-Man walks up the wall and sits next to him. The kid explains to him why he did it and his story relates in many ways to that of young Peter Parker's troubled years at Midtown High School (minus the gun of course, which belongs to the kid's dad, whom he stole it from). Our hero offers his word of advice to the young lad, who sheds a few tears.

ACT 5: Meanwhile, back in LA, MJ heads back to her hotel where she goes straight to the bar only to order a club soda. Not only does the waiter bring her a club soda, but also some soup; on the house. He tells her that he will not ask her for an autograph. It is assumed that the waiter thinks she is a movie star or something like that. As she starts eating the soup, she suddenly realizes that she has forgotten all about Peter so she runs out to call him. She reaches him almost immediately. He asks her how the audition went and shedding a few tears, she lies and pretends that the part was really bad so she had to turn it down. Peter buys into the lies and tells her to get some sleep and that he will see her tomorrow. Before hanging up, she asks him how his day went. He replies that it couldn't have been better. The last page of the issue shows the kid and his dad reuniting.