Little does he know that the businessmen responsible for his battles: Donald Hart, a high-powered CEO; Edwin Hills, a software billionaire; Buck Masterson, an oil baron; and Gary Wisen, a Hollywood executive are spooked by the capture of the XP unit, and are rushing themselves. The secrecy of their venture must be protected but dare they use Hollywood player Gary Wisen’s secret weapon?

ACT 1: The remains of XP-2000 in a web-bag over his shoulder, Spider-Man heads over to the Four Freedom Plaza, the headquarters of the Fantastic Four, to get some help from Reed Richards, a.k.a. Mister Fantastic to extract information from XP-2000’s CPU. While they busy themselves foraging XP-2000 for information, Reed and Spidey are unaware that the video feed allows the four billionaires, Hart, Masterson, Wisen and Hills to see what is going on. While watching the live feed, Wisen introduces his candidate: The Rocket Racer.

ACT 2: Back at FF Plaza, Reed has managed to triangulate addresses for Spidey based on the broadcast of XP-2000's cameras. Spidey thanks Reed and swings off to investigate. A short time later, he swings down into an alley and hides XP-2000 behind a pile of garbage. He then switches back to his civvies and puts on a fake mustache and sunglasses to disguise his appearance. He then heads into a bar where people are watching fights and goes straight to the bar to question the bartender. The bartender reveals that people in attendance are betting on fights between Spider-Man and various super villains and that the next villain scheduled to fight Spider-Man is none other than the Rocker Racer. Pretending to want a part of the action, Peter bets all his savings on Spider-Man, which does not bode well with the bouncers who have relatives that have been sent to prison because of Spider-Man. Consequently, Peter's cover gets blown and the bouncers throw him out of the bar.

ACT 3: Back in the alley, Peter changes back to his Spider-Man costume just as the Rocket Racer arrives and confronts him. The Rocket Racer quickly (and amazingly) gets the upper hand on his rival, who doesn't seem to be fighting back that much. Back at the office building, Donald Hart realizes that Spider-Man is throwing the fight and is furious with him. At that moment, the gamblers in all the bars that bet on Spider-Man are also furious, believing that the fight has been fixed because Spidey is not fighting back. Riots begin erupting here and there to the displeasure of Donald Hart and his fellow colleagues. Donald orders the Rocket Racer to kill Spider-Man for a million dollars but the Rocket Racer shuts off his radio and sits down next to the wall-crawler. It is revealed that the Rocket Racer fighting Spider-Man was all part of Spider-Man's plan to overthrow the four billionaires. The Racer apologizes to Spider-Man for having hurt him during their battle and after providing Spidey with Hart's address, he takes his leave.

ACT 4: A short time later, Spider-Man busts into Hart's office and informs them that the FCC has been notified of their shady ventures and will soon be there to arrest them. Hart tries to use a gun on Spidey but Spidey webs him up before he's even able to pull the trigger. He then swings off, leaving the billionaires to the police.

ACT 5: The next day at school, Peter has to come up with another lame excuse to explain his appearance to the principal and to the students. Later that day, Peter is watching the trial of Hart, Masterson, Wisen and Hills on TV and laughs his head off when XP-2000 testifies against them. The End.