The story opens up just like last issue did: a video footage of one of Dr. Kafka's sessions with Vermin, taken while he was still incarcerated at Ravencroft. In it, Dr. Kafka asks Vermin why he cannot fall asleep. Vermin replies that he's afraid to fall asleep because when he does, the "bad thing" happens. Dr. Kafka tells Vermin to tell her what the bad thing is, as there is nothing to be afraid of. Vermin reacts negatively and suddenly grabs Dr. Kafka in a chokehold. Dr. Kafka implores Vermin to release her, reminding him that underneath the fangs and fur, he is Edward Whelan. Vermin is resilient at first to accept that he is still human but he slowly accepts that he is and he releases his grip and curls up to Dr. Kafka, like a small child.
Somewhere in a sewer tunnel, Vermin lies down in the sewage surrounded by his rat, reminiscing the above moment with Dr. Kafka, and calling for her. Elsewhere, the young black boy, wearing pyjamas, lies in bed and calls for his mommy. Then, the child, still in pyjamas, joins Vermin in the sewer, and the two of them beg for help.
Harry Osborn is perusing through an old family photo album, which shows him as a baby being held up by his mother and as a young boy with his father, Norman Osborn. It also shows a picture of him with Mary Jane and Gwen Stacy as well as a picture of him with his wife Liz and son Normie. Here and there are missing pictures that seemed to have been torn out of the album. Most interestingly however is that, while Harry looks through the album, he is having a heated discussion with not only the ghost of his father Norman, in his goblin costume without the mask, but also the ghost – or some kind of apparition – of Peter Parker in his Spider-Man costume sans his mask. At one point, Harry is so fed up with having them in his head that he demands to be left alone. But Norman interjects and tells Harry that he won't leave him alone until he finally becomes a man. Harry tries to use the "when-I-was-a-little-boy-it-was-hard-talking-to-you" routine to defend his actions but this time the Peter apparition tells him to stand up for himself and to tell Norman what he really thinks of him. Ticked off, Harry punches the Peter-ghost and sends him flying to the ground. Then leaping towards him, Harry calls Peter a troublemaker who always comes in between his dad and him every time they get close. As he starts pummelling Peter, Norman cheers on Harry and tells him to finish what he started. While being punched by Harry, Peter tells his friend/enemy that beating him up is not going to change the fact that his father was a cold and heartless man who killed Gwen Stacy. At the sound of Gwen's name, Harry stops beating Peter and turns to his father, asking him why he killed Gwen. Infuriated the Norman-ghost grabs hold of Harry by the neck and gives him crap for siding with the man who killed him (i.e. Peter, though he did not technically kill him, Norman kind of killed himself). As Norman says that, his chest starts to bleed, where the Goblin glider impaled him back in Amazing Spider-Man #122, and he falls to the ground, while the Peter-ghost looks on, smiling. Holding his head in his hands, Harry stares at his dead father; then both the ghosts of Peter and Norman disappear into thin air, leaving Harry standing in the middle of the living room, his family photo album on the ground at his feet. Harry picks up the album and in a rage, starts tearing it apart.
Meanwhile at the cemetery, Peter Parker visits his parents' graves, as well as his Uncle Ben's. Then, he takes off into the night, wondering why he stopped at the cemetery in the first place. A few minutes later, he comes to rest on the rooftop of Aunt May's house in Forest Hills Queens, where Aunt May is sound asleep. As he sits on the rooftop, Peter wonders what he'd do without her.
Meanwhile in the New York City sewer tunnels, Vermin is reading a story to the young black boy seen earlier. The story is about two children meeting a witch, whom they thought was nice at first but soon realized she was evil. As he reads the story to the boy, Vermin mistakenly refers to the witch as a man so the young boy asks him if the witch was a lady or a man. Vermin replies that the witch was indeed a lady but when the "bad things" happen, the "witch" comes in and Vermin gets scared and screams, although no sound comes out (Confused? It's simple. It was revealed in the last issue that Edward Whelan, Vermin's human alter ego, was sexually molested as a child by his father. So when Vermin tells the story and refers to the witch as a man, he is making reference to his father making the "bad things" happen.
Again, we are treated to video footage of one of Dr. Kafka's sessions with Vermin. In it, Vermin screams for his mother but there is no answer. Confused, he asks Dr. Kafka, who was approaching him, why his mother did not hear him. Pretending to be his mother, Dr. Kafka replies that she did hear him. Confused, Vermin believes that Dr. Kafka is his mother and tells her that he is afraid of the "bad thing". Dr. Kafka replies that it was a long time ago and that it won't ever happen again. Vermin asks if she'll protect him for ever and ever and Dr. Kafka replies that she will. As Dr. Kafka watches this video footage in her office, she cannot help but wonder what drove Edward away and pulled Vermin back out. Suddenly, she hears a squeaking noise behind her. Turning around, she comes face-to-face with a tiny little mouse on the bookshelf. Dr. Kafka grabs hold of the mouse and begins rubbing her.
Miles away, Harry Osborn walks into his son's room to check up on him. Then he makes his way to his bedroom, where Liz is already fast asleep. He kisses her on the lips and takes off.
Peter/Spider-Man is returning to his apartment building and lands on the rooftop. He prepares to make his way through the skylight when his spider-sense kicks in. Turning around, he comes face-to-face with Harry Osborn wearing the Green Goblin costume. Calling him Peter, Harry throws a pumpkin bomb at him, which Peter/Spidey snags with a web-line and disables. Realizing that Harry remembers his secret identity, Peter/Spidey tries to remain calm and tries to reason with him, using Harry's father as an example. That doesn't work out too well and only seems to fuel Harry’s rage towards him. However, unexpectedly, Harry tells Peter/Spidey that he is moving the battlefield away from their current location, since there is no reason for their families to be involved in their little war. Harry takes off on his glider, closely followed by Peter/Spidey, who wonders if Harry has really gone bonkers or if he is simply trying to prove that he can use the Goblin identity to do some good.
A short distance later, Harry stops in mid-air. Behind him, Peter/Spidey slowly makes his way down a web-line. Peter tells Harry that he's sick and that he wants to help him get better, because he doesn't want him to go through all the pain that he went through the last time he had a nervous breakdown and decided to take over the mantle of the Green Goblin. Harry replies that he is very much confused and that he doesn't know what is happening to him. Peter replies that he is there for him and extends his hand to him. Harry goes to grab his hand but suddenly, he takes out a pumpkin bomb and throws it at him. The bomb misses Spidey but the fumes emanating from the explosion causes Spidey to slowly lose consciousness, right in front of Harry/Green Goblin. As Peter/Spidey lies on the ground, Harry takes off Peter's mask then takes his own mask off, telling Peter that they've both been hiding behind masks for too long and that the war must not be settled between Spider-Man and the Green Goblin but between Peter Parker and Harry Osborn.
To be continued.