Later, Peter and May compare notes on the experiences they have been unable to share over the years. May confesses that she too feels responsible for the death of Peter's Uncle Ben, killed so many years ago by a burglar. They resolve to discuss the matter at greater length in the future.

And yet Peter cannot reveal the entire truth to his Aunt for fear of putting her in harm's way: once again, he is assailed by his nemesis, the Green Goblin.

The Goblin almost drives Peter into the rash act of killing to satisfy his hatred – almost – but not quite. As Spider-Man, Peter refuses to succumb to hatred, declining instead to use his nonaggression as a tribute to the memory of his murdered first love, Gwen Stacy.

Sadly, Spider-Man has lost a battle in finally winning a war. As a result of the Goblin's latest assault, Peter's friend, Flash Thompson is left in a coma and with little hope of recovery from a devastating brain injury. Though it is the Goblin who is to blame for the injury, Peter cannot help but feel responsible.

ACT 1: The issue opens up with Spider-Man breaking up a fight between the Jamaican mob and some of Hammerhead's men. He tries to get one of Hammerheads men to talk but doesn't get much from him. As police officers arrive on the scene, Spider-Man takes off and heads back to his apartment.

ACT 2: As he approaches his apartment building, his spider-sense begins to tingle gently, warning him that someone is inside his apartment, although not indicative of any imminent danger. Peter takes off his costume and enters his apartment where he finds Aunt May waiting for him in the living room. She tells him that she wants to hear everything he has to say about being Spider-Man, specifically, his involvement in Gwen Stacy's death, because, like everybody else, she always thought it was Spider-Man who caused her death since he publicly claimed responsibility for it. Peter replies that he is in fact responsible for her death because had he not tried to save her, she would still be alive today. He explains how the Goblin found out who he was and how he kidnapped Gwen and brought her at the top of the Brooklyn Bridge to draw him out. He goes on explaining that during the battle atop the bridge, Gwen was accidentally pushed over the edge so he lunged himself forward to try and save her but as he caught her with his webbing, the sudden stop snapped her neck like a twig. May replies that he cannot blame himself for her death because some truths are self-evident. She explains that he adored Gwen as much as anybody possibly could and that the notion of him killing her is totally absurd. She adds that he's held too much stuff inside for too long and that it is about time he shares everything with her. She tells him that she wants to know everything about him, about Spider-Man. Peter stalls and tells her that he's really tired to which May replies that she's waited this long for the truth so she can wait another few days.

ACT 3: The next day, while teaching his science class, Peter receives flowers from Aunt May, who is trying to make him feel guilty about not talking about his life as Spider-Man. Later that night, after a hearty supper consisting of fried noodles, a bucket of wontons and four cans of energy drink, Peter/Spider-Man gets caught in the middle of another fight between the Jamaicans, Hammerhead's gang, as well as the Colombians from the Heights, and a Japanese Yakuza gang. He stops the fight, wraps them all up in webbing for the police, and heads back to his apartment.

ACT 4: The next day, Peter finally meets Aunt May in Central Park and starts answering her many questions about him being Spider-Man. While there, they come across a young girl, her mother, and another man staring up a tree where the young girl's kitty is stranded. May implores Peter to save the cat but Peter replies that he can't simply show off his powers like that because then everybody will know and he really doesn't want that. Taking matters into her own hands, May pretends to fall to create a diversion, while Peter jumps in the tree and saves the cat. A few minutes later, Peter tells Aunt May that he needs to be somewhere and he runs off. For the first time in her life, Aunt May finally knows why Peter is rushing off for no apparent reason.

ACT 5: Later that night, Peter, as Spider-Man, heads over to the docks where the Polish Mafia are busy preparing for a three-thousand-gallon shipment of illicit potato vodka. As Spider-Man watches on from a nearby rooftop, the boat carrying the shipment suddenly bursts into flames. Hammerhead himself and his gang show up and start shooting at the Polish mafia. Soon, English, Germans, French and Korean gangs show up and join the melee. Spider-Man swings down from his hiding place and jumps right in the thick of it. He manages to subdue most of the gang members and swings off into the night; Hammerhead vowing revenge on the wall-crawler.

ACT 6: The next day, Peter visits his aunt at her house in Forest Hills, Queens and they reminisce about the past by looking at old photo albums. As they come across the engagement picture of Aunt May and Doctor Octopus, Aunt May recalls how Spider-Man intervened at her wedding and how she almost shot him another time when him and Doc Ock were fighting and she had thought he was going to kill Doc Ock. They manage to laugh it off but May realizes that Peter is still hiding something from her. Peter agrees to tell her everything the next day in Central Park but he warns her that what he is going to tell her is big, really big, and that she needs to be one hundred percent sure she wants to know.

ACT 7: The next day, Peter, as Spider-Man, is patrolling the City, gathering information about mob activities, while trying to figure out how he is going to tell Aunt May the truth. A short time later, having switched back to his civvies, Peter meets Aunt May in Central Park and simply tells her that Norman Osborn is the Green Goblin. He explains about the whole Goblin formula, how Norman died and came back and how Harry, his son, also died from being exposed to the formula. He also tells her that Norman knows that he is Spider-Man and that, as a result, it puts her, Aunt May, and the rest of his family and friends in grave danger. Aunt May is slightly stunned and tells Peter that she's had enough for now and that she will come to him when she wants to know more. She gets up to leave and tells him that she just realized that he becomes Spider-Man to make up for feeling responsible for Uncle Ben's death. As she leaves, she adds that no matter what he tries, Ben is not going to come back to life.

ACT 8: Later that night, Spider-Man gets caught in another fight between Hammerhead's men and the Polish Mafia. As extra protection, the Polish Mafia has hired the Rhino and a guy from Chicago in a robot suit who calls himself the Uber-Machine. Spidey doesn't waste any time and defeats the two super-villains. As he stands amidst the wreckage, Hammerhead shows up and applauds him. Hammerhead tells him that it may look like he, Spider-Man, took out half the criminal population, including some of his own men, but in reality, all Spidey has done is get rid of some of the guys who were causing problems in his organization and taken down a couple of rival gangs in the process. In essence, Hammerhead wins.

ACT 9: Later that night, Peter/Spider-Man returns home and lays down on the couch in his Spider-Man costume. He turns on the TV and hears of a news bulletin about a giant blob creature wreaking havoc in the City. Reluctanty and against his tired and aching body, he exits through the window and swings away towards the City.