ACT 2: Peter schmoozes with the secretary, Maude, to have a look at Melissa's records. Her record show that she failed her final exam in regular literature last semester and that she had to take remedial reading with Mr. Myers. Maude says that she remembers Melissa and that she was apparently really upset about dropping the Honors Bio, and that she had to take an extra Physical Education course just to keep her units up. Peter realizes that because of her broken leg, she will most likely be sidelined for the rest of the semester in P.E. He ponders about it for a few seconds, thanks Maude for her help and leaves hurriedly. Meanwhile in gym class, the kids are playing dodge ball while Melissa is sitting in the stands watching with a friend. When the class nears the end, the gym teacher instructs Melissa to go ahead and change for class and to come and see him after the bell. When she does, he tells her that he had a visit from Mr. Parker, who teaches Honors Bio this semester and the latter said he'd take her in his class for the second half of the semester. Melissa is ecstatic about the idea and she walks away giddily. What Melissa does not know is that Mr. Parker (Peter) is shaking hands with the gym teacher while she walks away. It should be noted that Melissa doesn't know who Mr. Parker is since when they met earlier, they were never formally introduced.

ACT 3: The next day. When Melissa walks in her Honors Bio class, she is astounded to see that Mr. Parker is in fact Peter who she had met the day before. He tells her to have a seat and he begins teaching. Later that day, classes are over and Peter is heading back home when he meets Melissa once again. He offers to walk her home again, carrying both his and her bags. One hour later, they finally arrive at her apartment building. When they get there, hoodlums are seen exiting her apartment with stuff they've just stolen from it. Melissa yells at them to stop it; that they can't do that. Peter would love to just whip out the webs and take care of them but he can't do anything without revealing to the world that he is Spider-Man. He threatens them with his cell phone and the fact that he is not afraid to use it. Melissa calls him a geek. Then she notices that one of the crooks is holding a suitcase, which has stolen jewelry from her apartment in it. She recognizes her mother's locket and in her state of rage, she pushes Peter towards the thieves. Seizing the opportunity, Peter pretends to clumsily execute some moves that send two hoodlums to the ground and the other running away.

ACT 4: 30 minute later inside Melissa's apartment. Melissa's mother, Laura is ever so glad that Peter was escorting her daughter home. Peter asks Laura if she is Melissa's only support right now. She replies that she is a single mother and that her son Jack is in jail, sent there by Spider-Man for supposedly stealing a car. Peter looks at a nearby picture and asks them if that is Jack. He seems to recognize the face in the picture and suddenly he tells them he's got to get going since he's late for dinner. Once he is gone, Melissa, who had notice that Peter had stopped talking when he had seen the picture of her brother, realizes that Peter obviously knows something about Jack.

ACT 5: 5 minutes later, Peter arrives at the restaurant where Mary Jane is waiting for him. They sit down and have lunch and Peter relates to Mary Jane the entire events of the past few days; leading to him recognizing Melissa's brother in the picture. She tells him that if he helped make the problem that he has to fix it. He reluctantly agrees.

ACT 6: 30 minutes later across town. The hoodlums seen earlier are examining their loot when their boss comes in. He asks where Rudolpho is (one of the thieves) and one of the others replies that he's gone to pawn some of his stuff off. Just as he finishes his sentence, Spider-Man comes crawls down from the ceiling holding Rudolpho trapped in his webs. The boss tries to run away but Spider-Man webs the door shut before he does. The others attack him. Using his spider-like reflexes, Spider-Man dodges bats, pipes and knives, and knocks out all the thieves. He then grabs the boss and webs him up to the ceiling, telling him to leave his tenants alone and to stop harassing them. He takes a business card out of the boss's jacket pocket and walks away.

ACT 7: Spider-Man is deep in thoughts, walking on a rooftop, when a voice speaks to him. It is Ezekiel. They have a short conversation, which leads absolutely nowhere and does not provide any insights about who or what is Ezekiel. Just as the conversation gets more interesting, Ezekiel disappears into the shadows of the night. Spider-Man web-slings away, not without checking to make sure that the guys he's just beat up got the right lessons. Sitting outside her bedroom window, on the fire escape, Melissa is dreaming. Spider-Man/Peter doesn't know how to fix it and doesn't know how to give her that future, but he knows that he won't stop trying.