After contacting Robbie Robertson to obtain additional information on Congressman Miles and his association with Biotechnix, Peter Parker switched to his Spider-Man costume and met with his super friend, the one and only Daredevil. Using his amazing heighten senses, Daredevil managed to tell Spidey where the "Bio Bug" microchip he picked up at the exhibit came from: the Biotechnix building down in Chinatown. In another part of town, Doctor Octopus was busy working FOR Fusion and building some kind of prosthetic arm of his own. It was revealed that Doc Ock had been working under an assumed name at one of Fusion's facilities and that Fusion permitted him to remain undetected by the authorities for the simple reason that he needed him for his own evil plans. Doc Ock appeared to be genuinely frightened of Fusion.

After leaving Daredevil, Spidey made his way to the offices of Congressman Miles, where he confronted the latter about his shady connections with the co-owner of Biotechnix and his crooked moves to have bills passed faster at Congress. Spidey left Miles with the looming threat of being exposed to the media. Meanwhile, at some kind of special event, Robbie Robertson tried hard to convince J. Jonah Jameson to investigate Congressman Miles but Jonah appeared hesitant at going ahead with it. Whether Jonah was being paid not to talk about Congressman Miles in the Bugle remains to be seen.

Following the lead provided by Daredevil, Spidey made his way to the Biotechnix building in Chinatown. He entered the building unnoticed and soon came across none other than Doctor Octopus working away at his own version of the prosthetic limb in some kind of laboratory. Spidey dropped down from the ceiling and enticed Doc Ock into a battle. A fight naturally ensued and both arch nemeses fought hard and long, the brawl spreading into the halls and into other rooms. It seemed as though Spider-Man was getting the upper hand but in the last few panels he was knocked out by Fusion who tricked him by using his morphing powers to transform himself into a duplicate copy of Doctor Octopus. The issue ended with Fusion and Doctor Octopus standing over the body of the unconscious Spider-Man. This is where this issue picks up.

ACT 1: Spider-Man is now trapped in the coils of the evil Doctor Octopus, while Fusion watches on. Fusion asks Spidey how he knew about the "device" (i.e. his own brand of prosthetic arms) and for whom he's working for, to which Spidey replies that he has no clue what he's talking about. Fusion punches Spidey a few times in the hopes of obtaining some information but that only results into Spidey cracking more jokes at his expense. On that note, Fusion tells Doc Ock to kill Spidey. Doc Ock wraps his tentacles around Spidey's neck and starts to squeeze the life out of him; all the while, Spidey fights back and cracks a few more jokes at Fusion’s expense. Finally, using all of his strength, Spidey manages to set himself free from Ock's tentacles, he headbutts the evil Doctor and he sends his limp body flying into Fusion who falls to the ground from the impact. Spidey uses that opportunity to start running away from the laboratory. Fusion regains composure and orders Doc Ock to go after the wall-crawler. At first, Doc Ock replies to Fusion that he cannot order him around but Fusion uses his morphing powers to bully the evil doctor into following Spider-Man. Spidey reaches the laboratory where Doc Ock was working on the prosthetic arm, he grabs said arm from its resting place along with some kind of suitcase, and he makes his way out of the building before Doc Ock is able to catch him. Fusion is angry with Doc Ock and tells him to go after him but Doc Ock replies that he thought it would be best not to make a commotion outside the building so as to no attract attention to their presence there. Fusion reluctantly acquiesces.

ACT 2: Meanwhile, at the offices of the Daily Bugle, Robbie Robertson finally convinces J. Jonah Jameson to let him write a story about Congressman Miles and his association with Biotechnix. Elsewhere, Peter has opened the suitcase stolen from the laboratory and finds a piece of paper with some information on it and a phone number. He calls the number and a women answers. Peter introduces himself as "John Hancock" (i.e. the name written on the piece of paper) and he tells her that he's calling to arrange delivery of her husband's prosthetic arm. The woman replies that her husband is a colonel in the marines and that he is in perfect health. At that exact moment outside, her husband falls down from his ladder with a chainsaw in his hands.

ACT 3: The offices of Congressman Miles. Fusion is visiting Miles and wants to expedite the delivery of the "device" to that night. At first, Miles doesn't want to do it because he's afraid it might hurt his political career but Fusion makes it clear that it is the least of his problem. He explains to the Congressman how Spider-Man stole some very incriminating information from Biotechnix earlier that day. Miles reluctantly accepts.

ACT 4: Spidey meets with Nick Fury of S.H.I.E.L.D. to obtain some information about the arm he stole from Biotechnix earlier. At first, because of national security issues, Nick doesn't want to provide Spidey with any information but Spidey convinces him otherwise. Spidey tells him what he knows; that the brains of the recipients of the prototype arms actually rewire themselves to accommodate the electronic signals of the prosthesis and that there is a processor near the wrist, which takes the electronic signals and processes them into information and which also acts as a two-way receiver, allowing signals to be returned to the brain. Spidey goes on explaining that using this two-way receiver, any lunatic who would decide to keep tabs on his evil empire using mind control would have an army of amputees walking around the country doing his bidding. Nick asks Spidey if he knows who is responsible. Spidey replies that it's his turn to give out information so he asks him how "John Hancock" fits in with all of this. Nick explains that "John Hancock" is actually a tracking device originally intended to trace radiation signatures from space and it was used to tell where developing nations where testing nuclear weapons. Nick goes on explaining that a while back, a certain General Ryker, used it to track the movements of the Hulk from space and used Groom Lake as his base of operations. Groom Lake rings a bell to Spidey since the piece of paper he found in the suitcase had "GL-52" written on it, which is the name the army uses to refer to Groom Lake. Spidey asks Nick if the device can track down certain types of individuals based on their personal radiation signature to which Nick replies that it could but that they'd have to find it first. Nick explains that the device was taken out of GL-52 just last night and that the culprit appears to be somebody from the inside who had accessed to almost every level of the base. Spidey asks him if the thief was a recent amputee. Nick replies that indeed the robber was a recent amputee who was reassigned to a desk job at Groom Lake after a boating accident. Nick asks Spidey if he has any idea what the connection is but Spidey is already web-slinging away; he tells Nick that he'll get back to him on that.

ACT 5: At that exact moment at Fusion's and Doctor Octopus' secret hideout, the "thieving amputee" hands over the "John Hancock" device to Fusion, who reveals that using the device, he'll be able to track down Spider-Man and eliminate him. Doctor Octopus who is standing nearby the "thief" asks Fusion what they're going to do with him. Fusion replies that as long as he wears his prosthetic limb, he (Fusion) has total control over him. Fusion adds that he, the thief, will have no recollection of what happened and that he remains the only witness to the entire affair. On that note, Doc Ock replies that it was as he had thought and he drives one of his tentacles through the chest of the thief, killing him on the spot. Furious, Fusion turns around and tells him to stand down but Doc Ock whacks him around as if he were a piñata. Lying on the floor, Fusion weeps that it is impossible for Doc Ock not to be under his control. Ock continues to pummel him and replies that anything is possible. Fusion tries to fight back but the evil doctor is just too much for him. Ock uses one of his tentacles and it appears as though he crushes Fusion's head with it, possibly killing him in the process.

ACT 6: Meanwhile, a television newscast breaks out the news that Congressman Bradley Miles has been arrested and remains in custody while police investigators sift through hundreds of documents pertaining to alleged fraud and stock manipulation carried out from within Miles' Manhattan office. As well, it reveals that executives of Biotechnix are also under investigation because of the company's links to members of organized crime. Furthermore, it explains that Bugle journalist, Robbie Robertson, may have uncovered evidence linking Biotechnix's founder and C.E.O., Amos Peters, with recent breaches of security at an undisclosed military installation. Spider-Man hears the news but knows that with Fusion and Doctor Octopus at large, it cannot be over. Thus, he decides to check out other Biotechnix storage facilities. He arrives to the facility near the Hudson River and enters the building unnoticed. He makes his way down a dark corridor where he makes the gruesome discovery of the "thief", who lies dead in a pool of blood. Spidey follows the trail of blood back to its origin and finds Fusion strung up to the ceiling with four prosthetic limbs pinned into his sides, blood gushing out of his body. To be continued.