PREVIOUSLY: After revealing his identity to the world during the Civil War, Peter Parker find himself and his family targets of the world's most dangerous criminals. With his Aunt May downed, shot by a sniper's bullet and barely hanging onto life, Peter has donned his old black costume as a dark warning to the world that he’s no longer the man he used to be.

While on a date with Daily Bugle reporter Betty Brant, Flash Thompson was being mysteriously stalked by Midtown’s High school nurse, the mysteriously named Miss Arrow. For months, the questions around Miss Arrow have grown: From her contact with Spider-Man’s old villain Mysterio (and a mention of her “superiors”) to odd-looking stingers growing straight from her wrist. Miss Arrow has shown the ability to control spiders and used that ability to kidnap Flash, targeting him as a host of hundreds of creatures like herself. Spidey tracks Arrow down to save Flash, but finds himself at her mercy…and her new choice as host.

Meanwhile, at the Daily Bugle, J. Jonah Jameson delights in an incriminating web-video of Spider-Man, leading Joe Robertson to publicly berate his boss on his Spidey-obsession. Humiliated, Jonah fires Robbie.

Peter Parker / Spider-Man is in a rather compromising position. He is lying helplessly on the ground, half-paralyzed, while Nurse Arrow is kneeled down on top of him, readying herself to shove her embryonic sack of spider eggs down his throat. She, however, makes the unfortunate – very common – mistake of talking too much and not focusing on the task at hand. Suspended from the ceiling in a web cocoon, Flash Thompson tries to (heroically) persuade Nurse Arrow to use him as a host in lieu of Spidey. The evil nurse commends him on his heroism but indicates that she still wishes for Spidey to be her millions of spider's daddy. As she lifts the egg sack and prepares to make Spidey ingest it, a gunshot is heard and the egg sack explodes into a gooey mess. Totally taken aback, and enraged, Nurse Arrow turns to see who is responsible for this. As she lays her eyes on the shooter, another shot rings out into the night and pierces her chest, sending hundreds of small spiders scattering all over the place. The shooter, revealed to be none other than Betty Brant, is armed with a high-powered shotgun and is looking for payback. Before Nurse Arrow can retaliate, Betty continues to shoot her until she literally falls apart into millions of spiders. Regaining his strength, Peter tells Betty to get out before Nurse Arrow can reform herself. He soon realizes – after Betty points it out to him – that Nurse Arrow is having a hard time pulling herself back together. Betty reveals that she used silver bullets with crosses on them in her shotgun, as she figured that the opposite of "unholy" would probably work against her. Having somewhat reformed herself, Nurse Arrow threatens Betty that she will get her revenge and that she’d better sleep with one eye opened because she will be waiting and watching for the opportune time to kill her. Before Betty (or Spider-Man) can do anything about it, Nurse Arrow takes off into the night.

Having shaken off Nurse Arrow’s venom and having regained enough strength to get back on his two feet, Spidey instructs Betty to hold on to her rifle and hide, while he goes in search of Nurse Arrow to finish the whole thing off. In a funny bit, neither Spidey nor Betty thinks of rescuing Flash Thompson, who is still hanging from the ceiling.

Spidey finds Nurse Arrow on the rooftop, where she is in the process of making herself some kind of parachute made of webbing. Nurse Arrow proceeds to jump off the rooftop and glide away, but not before Spidey snags one of her legs with a webline. Spidey pulls with all his might to try and stop her but the momentum of her flight is too fast for him to handle. He is consequently dragged along for the ride and ends up being smashed into the side of a nearby building. Regaining control, he makes himself spin around Nurse Arrow and lands on her back. Then, releasing one of his wrist-stingers, he cuts the web-parachute out of Nurse Arrow's hands, sending them plummeting toward the ground below.

Nurse Arrow and Spidey come crashing through a large glass dome inside which is some kind of forested area. Getting off her back and leaping away, Spidey reveals that he intentionally made them crash into the dome when he saw it as they were flying over. It was actually all her talk about predator and prey that made him do it. Perplexed, Nurse Arrow asks where they are. Taking off his mask, Spidey – now Peter Parker – reveals that they are at the Central Park Zoo, most specifically the aviary, which is where all the birds are kept. As if on cue, dozens upon dozens of birds swoop down toward Nurse Arrow and start devouring the small spiders that she’s made of. As she's eaten alive by the winged creatures, Peter explains how her talk about predators made him realize what hers was – birds – and the perfect opportunity presented itself when they flew over the aviary of Central Park Zoo. As the birds continue feasting on Nurse Arrow, Peter instructs her to tell her "masters" that he is coming for them and that he will find a way to take them down. Because that's what Spider-Man does – he always finds a way. A scream echoes through the aviary and then Nurse Arrow is gone. Walking toward where Nurse Arrow was standing, Peter tells her that, if the police come around investigating her disappearance, he will tell them it was "fowl" play.

A short time later, at Flash Thompson's apartment. His shoulder bandaged, Peter relates to Flash the events leading to Nurse Arrow’s demise, while Betty Brant checks her voicemail at work. When Betty finally gets off the phone, she appears troubled, and reveals that J. Jonah Jameson fired Robbie Robertson over an argument about Spider-Man. Ticked off, Peter tells them that he is going to get changed and that he and Jameson are going to have a long overdue chat.

To be continued.