PREVIOUSLY: Several issues ago, the Arranger hired Roland Rayburn, a mutant with the ability to persuade others to do his will, and experimented on him. The outcome of the experiment was Rayburn getting his powers of persuasion amplified and being given a new name: The Persuader. In turn, on the Arranger's orders, the Persuader kidnapped and hypnotized the Punisher to assassinate the Lobo Brothers, two Latin-American crime lords operating out of Dallas. The Arranger's evil scheme failed thanks to Spider-Man but the Lobo Brothers decided to come to New York to avenge their honor. A gang war erupted shortly after their arrival and Eduardo Lobo was ultimately killed when Hammerhead and the Chameleon's goons ambushed the Lobo Brothers and the Kingpin during a peace meeting.

In Spectacular Spider-Man #164, the Arranger double-crosses the Beetle, recently released from prison, by setting him up to fight (and kill) Spider-Man against his wishes (The Arranger doesn't want the Kingpin to find out about a deal he made with Spider-Man while he was at war with the Lobo Brothers). The Beetle fails, obviously, and at issue's end, the Arranger must face his employer.

Three hours later, in Midtown Manhattan, several dozen blocks north of a certain dark tenement, where construction of a new Daily Bugle building is under way on the site of the demolished old one, a fact that Mary Jane Parker finds ironic, as she contemplates the potential demolition of her own seemingly idyllic existence. MJ is there to meet with Joy Mercado, whom she invited out for lunch. Joy comes out of the building, apologizes for being late and the two of them head over to a nearby coffee shop. Unknown to either woman, The Puma is spying on them from the office window of his alter-ego, Thomas Fireheart, the current Daily Bugle owner and publisher. The Puma wonders what is bringing the two of them together but soon realizes that it probably isn't of concern to either himself or his alter-ego. He comes down from the window ledge and enters his office, all the while transforming back into this human form. He changes into civilian clothes and sits behind his desk. Just then, the living black cloud passes near his window, giving him chills, and making him sense evil like he's ever felt in all his life. Meanwhile, at the coffee shop, Joy and MJ are talking relationship and MJ comes clean to Joy about having thoughts about another man (i.e. Jason Jerome, an old actor-friend of hers whom she ran into at the airport when Peter was taking off to London, and who, unknown to MJ, seems to be some kind of psychopath stalker or something like that).

Back in the crypt, Spidey slowly regains consciousness, realizing that he is trapped because of She-Hulk. Gathering his strength, Spidey puts his back against the concrete slab and starts pushing upwards. Exerting a great amount of power, fueled by thoughts of his family and friends, Spidey finally manages to lift the concrete slab holding him down. As he extracts himself from the crypt, he vows to find out why She-Hulk did what she did.

Not long after, at the headquarters of the Avengers, the intruder alert alarm resonates throughout the whole facility. Captain America, Thor, Quasar, and Sersi respond to the alarm only to find Spider-Man hanging upside down inside the room where the alarm was triggered. Spidey does not give an explanation for his presence and immediately asks for She-Hulk. On cue, She-Hulk shows up in the room asking him what he wants. Furious about what happened earlier, Spidey takes a swing at She-Hulk, to the utter amazement of the others. She-Hulk is sent flying into a pile of electronic devices, one of which she grabs and throws back at Spidey, wondering why he attacked her. Spidey dodges the incoming device, shooting a web-line at her in the process. Just then, Thor intervenes and severs the web-line using his mighty hammer, Mjolnir, and Quasar grabs hold of She-Hulk, who was about to retaliate. Sersi uses her magic powers to calm down Spidey, then Captain America steps in and asks Spidey to explain himself. After Spidey explains himself, Cap tells him that She-Hulk entered the headquarters the day before and did not leave. To prove his statement, Cap activates a nearby computer, which shows that She-Hulk never left the headquarters after entering it the previous day. Ticked off, Spidey tells Cap that all he's saying is that She-Hulk is not a liar and his computer can't be wrong, meaning that he – Spidey – must be crazy. Furious with them treating him like a liar, Spidey takes off, leaving the Avengers to wonder exactly what happened.

As Spidey web-slings away, his spider-sense suddenly starts buzzing, warning him of danger nearby. But the only thing anywhere near him is a pigeon so Spidey continues to swing away. Once Spidey is out of sight, the bird materializes into the super-villain known as the Space Phantom, the Master of Mimicry. The latter activates some kind of gizmo from which the greenish yellow shape of a man emerges, telling the Phantom to make his report. The Phantom tells his boss that, as he had directed, he assumed She-Hulk's persona – and she simultaneously was transported to limbo, from which she has returned with no memory of her time there – and, as She-Hulk, convinced Spidey to help him release the living black cloud, which he now desires to know what purpose it holds in their evil scheme. The Phantom's boss tells his subordinate to be patient and that he will be told about the black cloud in due time. He also tells the Phantom to begin Phase Two and disappears. The Phantom revels about the fact that he will indeed begin Phase Two but not Phase Two of his boss' plan, but his own Phase Two.

Later that night, Peter returns home and finds Mary Jane on the phone, begging somebody to "stop doing this to her", which, of course, Peter does not hear her say. MJ throws herself in his arms, telling him to kiss her. Peter kisses her, then asks her if everything is okay. MJ replies that she loves him and that no matter what happens, to remember that she loves him.

Elsewhere, Jason Jerome hangs up his phone – MJ having hung up on the other end – and pleased to hear that MJ was upset. Even more so, Jason is pleased that he is getting to her and that it's only a matter of time before he wins her over.

To be continued.