PREVIOUSLY: In Spectacular Spider-Man #150, Joe Robbie Robertson is found guilty of misprision of felony and sentenced to three years in prison at the Lewisburg Federal Penitentiary in Lewisburg, Pennsylvania. Unfortunately for Robbie, his troubles are far from over when he finds out that Tombstone, whom he helped put in jail, is assigned to the same cellblock. To make matters worse, Tombstone appears to have a lot of influence on the prison guards and on his fellow cellmates. Fortunately for Robbie, a humongous black man named Bruiser comes to Robbie's rescue during a particular incident with Tombstone, and the two become good friends. Still, that doesn't stop Tombstone from plotting to "take care" of Robbie when Bruiser is not around to protect him.

Wrestling with a guilty conscience for having stolen a Daily Bugle file on Wilson Fisk, a.k.a. The Kingpin of Crime, to give to her lover and known criminal, Eduardo Lobo, Gloria Grant comes clean to J. Jonah Jameson but Jameson does absolutely nothing to punish her.

The Chameleon usurping Jameson's identity explains why Jonah (the fake one) has been acting so erratically over the last few weeks and why he's been favouring Nick Katzenberg's pictures over Peter Parker's and Lance Bannon's (Katzenberg shares Jonah's obsession to destroy Spider-Man and will go to extreme measures to get front-page material). Things take a turn for the worse when Peter, as Spider-Man, confronts J. Jonah Jameson after the Daily Bugle runs a story about him being connected to an attempted prison breakout, when he was in fact visiting Robbie Robertson. However, things might be getting better for Spider-Man soon because miles away in New Mexico, Thomas Fireheart, a.k.a. The Puma, is planning to help Spider-Man regain his reputation after he reads the latest edition of the Daily Bugle.

Spidey has also been busy apartment hunting with Mary Jane and trying to figure out why a large dark-haired wolf has been decimating the Kingpin's mob. He confronts the Kingpin about it but it is revealed that the Kingpin knows nothing about what has been going on in his ranks. The Arranger knows however and the Kingpin decides to have a little chat with him.

At issue's end, Gloria Grant returns to her apartment and is confronted by her lover, Eduardo Lobo, who transforms into the large black-haired wolf that's been killing the Kingpin's men. Believing that she will betray him and his brother, Eduardo prepares to kill her.

Gloria suddenly awakens in her apartment, screaming at the top of her lungs, realizing that it was only a nightmare. But as she looks down at the foot of the bed and sees the large black-haired werewolf, she realizes that it wasn't a dream after all. Flashback to the night before: when she got back home, after going to the Daily Bugle to tell her boss that she had stolen the Daily Bugle file on the Kingpin and given it to the Lobo Brothers, Gloria had found Eduardo waiting for her in her apartment. Eduardo had said that he didn't need her anymore and that he couldn't trust her because she was going to betray him. Then he had revealed his secret and Gloria had passed out, expecting to die. Instead she had dreamed but now she is awake, facing the incredible truth: the man she loves is a werewolf.

Down at street level, in front of Gloria's apartment building, Joy Mercado is again spying on her friend. Her reporter instincts tell her that Gloria is in serious trouble and that her association with Eduardo Lobo, a known gangster, could prove dangerous if not terminated very soon. Suddenly, something catches the corner of her eye and she looks up, only to see Spider-Man heading somewhere in a hurry. She can't help but to wonder where he's going.

Having made a deal with the Arranger (in Web of Spider-Man #51 to help him and his boss, the Kingpin, fight the Lobo Brothers, in order to avoid a full-fledge gang war, Spidey is making his way to the docks, most specifically at Vitelli's Warehouse where a weapons shipment is expected later that night. Spidey enters the warehouse through a skylight window, webs up his automatic camera so as to take shots of himself in action to try and sell to the Daily Bugle, and makes his way down through the rafters unnoticed. Down at floor level, the Lobo Brother's men are taking a look at the new weapons shipment they’ve just received and they are very impressed with them. Too impressed to even notice that Spider-Man is making his way down towards them. They do however a few seconds later when he opens his big mouth to crack a joke. They immediately start shooting at him but Spidey's spider-sense warns him of incoming danger and he leaps out of the way. He then bounces back down and takes out about half a dozen of them in one fell swoop. Suddenly however, a large brown-haired werewolf appears and leaps at him. Spidey dodges his attack but falls back right through the wooden wall behind him and into the icy waters of the East River. When he manages to make his way back into the warehouse, the gangsters and the weapons are all gone. All he has are pictures of the occurrence taken by his precious automatic camera. Pictures that make him look like a giant buffoon. The kind of pictures J. Jonah Jameson would actually pay big bucks for to put on page one of the Daily Bugle. Can his day go any worse?

The next day, Peter meets Flash Thompson and Harry Osborn for lunch at a local café. Peter wishes he hadn’t agreed to meet them for lunch, as he’s really not in the mood to talk to anybody. You see, Peter tried selling his pictures of the warehouse fiasco to Jonah Jameson but Jameson rejected them, telling Peter that they made Spider-Man look too vulnerable. As Peter joins his two friends, Harry asks him why he looks so preoccupied. Peter replies that going back to school is a lot harder then he’d expected plus him and MJ are spending all their free time apartment hunting. After putting his order in to the waitress – burger and coffee, both black – Peter asks Flash why he wanted to meet. Picking up the latest edition of the Daily Bugle, whose page one headline reads "Mob Violence Blamed On Spider-Man", Flash tells Peter that they have got to do something about Spider-Man constantly being trashed by the Daily Bugle. Harry immediately intervenes and tells Flash that nobody owes Spider-Man a greater debt than he does, but he's only a businessman. Public relations is out of his league. Peter concurs with Flash that something has to be done because he does after all make a living selling Spider-Man photos to the Daily Bugle, but lately, it seems like Jameson doesn’t want anything to do with him or his pictures. Flash understands what Peter is saying and tells him that if there is one thing he's learned working with inner-city kids, it's that if you don't fight for what you believe, nothing changes. Having said that, Flash proposes that they recreate the "Spidey Appreciation Society". Harry thinks it's a great idea but Peter is distracted by another story in the Daily Bugle whose headline reads "Government Commission to Study Federal Prison Reform". Reading the article reminds Peter that Robbie Robertson is still stuck in prison and that he hasn't thought about him for days.

Back at the Lewisburg Federal Penitentiary, Robbie Robertson is taking a walk with his new friend, Bruiser, and explains to him how he witnessed Tombstone commit murder close to twenty years ago and failed to report it to the authorities until just a few months ago. Bruiser replies that it has to be tough and tells him that in prison, he needs to learn a whole new set of rules. He adds that Robbie is lucky to have a "special pal" like him who can teach him the new rules. Robbie replies that he appreciates his interest but adds that Tombstone is one man he doesn't want for an enemy. Bruiser tells Robbie to let him worry about his enemies and tells him to take a walk, as he has some business to attend to. At that moment, over half a dozen of Tombstone's men attack Bruiser in the prison yard. Bruise mops the floor with them and tells Robbie that one of the rules in prison is that "if you want to test a guy, you send a few goons to play tickle with". Having taught Robbie a valuable lesson, Bruiser is escorted by the prison guards to solitary. But before he is out of ears' range, he tells Robbie "not to worry about Tombstone hassling him while he's gone because prison rules dictate that it is not allowed, and even a tough guy like Tombstone knows you have to play by the rules". Tombstone's frustrated look shows Bruiser to be correct.

Back in Manhattan, Peter, as Spider-Man, makes his way to the Kingpin's headquarters to meet with the Arranger, with whom he made a deal to help fight the Lobo Brothers and prevent a full-fledge gang war. Spidey tells the Arranger that his tip about the Lobos arming themselves for war was right and that perhaps him and the Kingpin should consider suing for peace. The Arranger replies that the Lobo Brothers want blood and that either he – Spider-Man – helps stop their arms shipment or else share responsibility for the violence that will engulf the city if they are not stopped. Spidey agrees to play it his way and takes his leave. As he swings away, Spidey cannot wait for their alliance to be over and the Arranger thinks the same thing, although he plans to get rid of Spider-Man once and for all when it's all over.

Meanwhile at the Chelsea apartment of Gloria Grant, Gloria asks Eduardo why he didn't kill her the night before when he changed into a werewolf in front of her. Eduardo doesn't answer her question and proceeds to tell her that his mother died at birth and that he never knew his father. Then, through the means of a flashback, Eduardo explains how he came to be a werewolf. Him and his brother, Carlos, grew up poor and alone on the streets of Puebla de Zaraboza. They stole chickens and other goods and traded them in for shelter and safety, but they were together and they were happy. Even then however, Eduardo felt different from the other children of the streets. He hunted by night and saw too well in the dark, and Carlos had a strange taste for violence. He, Eduardo, had a taste for beauty. Her name was Esmelda Valdez and he watched her often from the woods beyond her father's ranch. She was wealthy, unattainable, unapproachable, until one evening, her horse must have scented him on the breeze and bolted as if spooked by a wild animal, sending Esmelda to the ground. Carlos had approached her to see if she was all right and from that moment on, they were inseparable, child lovers in a dream. Eduardo had begun feeling a stirring in his blood. He thought it was love but it was actually something else. One night, as they were cuddling and kissing under a full moon in the forest, Esmelda's brother, Ramone, showed up, whip in hand, accompanied by two horsemen, and told his sister that she had shamed their family. Cracking his whip at Eduardo, Ramone charged on his horse, driving him off. Alone and hiding behind the trees, Eduardo had never felt so much pain and anger. It ignited his brain like fire; he wanted to punish those who had hurt him, he wanted to kill them. In that red rage, Eduardo learned the truth about the stirring in his heart: he transformed into a large black-haired werewolf and attacked Ramone and his two companions. When he awoke the next morning, he began remembering what had happened the night before and felt extremely remorseful. Then came the final horror. In his rage, not only had he killed Ramone and his men, he had killed the beautiful Esmelda. Soon after her death, Eduardo realized that he and his brother were mutants, shape-shifters who took the form of wolves when the moon shined full and bright, a curse ignited by the hormonal changes of puberty. For many years, Eduardo knew only the horrors of what he was but his brother Carlos enjoyed the power the horror brought. With Carlos' will directing them and Eduardo's compliance, they used their powers and Carlos' charisma to unite the mobs of South Texas under their joint control. They were satisfied with this, until the Kingpin sent The Punisher to assassinate them in Dallas. Such an insult could not be ignored so him and Carlos came to New York to avenge their honour and defend their lives. Gloria interrupts him and asks if their romance was a lie too. Eduardo replies that he initially seduced her to steal the Bugle file on the Kingpin and that it should have ended there. However, she stole his heart and just couldn't bring himself to do the unthinkable. Having said that, he grabs her in his arms and starts kissing her passionately. Unbeknownst to either of them, they are being photographed by Joy Mercado, who is still spying on Gloria and who is struggling with a guilty conscience.

In another part of town, Peter, as Spider-man, returns home to his Aunt May's boarding house in Forest Hills, where he finds Mary Jane in her sleeping gown looking at some of her modeling pictures. As he takes off his Spider-Man costume, he tells her that working with the Arranger doesn't feel right but that's the only way he can think of to try and stop a gang war between the Lobo Brothers and the Kingpin from happening, even if it means doing something that feels wrong. MJ replies that she is with him no matter what he does, but some decisions have to be made by him. Peter agrees and tells her that he is afraid of making a mistake. A mistake he could really regret if things go bad. Eavesdropping on the conversation from the other side of the bedroom door, Kristy Watson, MJ's niece, worries that Peter might get hurt and that if he did, she'd die. You see, when Kristy came to live with her cousin Mary Jane, she fell in love with Peter as only a sixteen year-old can. But unlike most sixteen year old, Kristy has a secret. A secret that might very well destroy her life, specifically in Web of Spider-Man #53.

To be continued.