PREVIOUSLY: Peter Parker's life over the past few months has been hit with constant waves of turmoil and torment, and events that have transpired during that time have directly and indirectly led to the demise of his beloved Aunt May, his clone Ben Reilly, and his newborn daughter. The pinnacle of all these events has undoubtedly been the return of Norman Osborn, the original Green Goblin, who had been thought dead since the fateful night where he was impaled by his own goblin glider during a deadly battle with Spider-Man. Not only was Norman revealed to be the mastermind behind the whole clone saga, he was also responsible for the murder of Ben Reilly during the fateful all-out battle that took place in Peter Parker: Spider-Man Volume 1 #75, the conclusion to the long-lasting ill-received clone saga.

Now, weeks later, Peter tries to re-adjust to a semblance of a normal life. However, he is well aware that it is only a matter of time before Norman Osborn strikes again, despite his apparent demise in the above-noted issue of Peter Parker: Spider-Man. Meanwhile, he can only continue to do what he does best and that's fighting crime and saving lives.

Impersonating Dr. Kafka, the Chameleon tries to persuade Peter Parker/Spider-Man that he is in fact Herbert Filmore Smith, by revealing things about his past and how he came to believe he was Spider-Man. Peter/Herbert refuses to believe Dr. Kafka and attempts to demonstrate his ability to crawl like a spider by climbing up a wall. He fails to do make it very far and lands hard on the ground. Grabbing his head between his hands, Peter/Herbert tells Dr. Kafka that he keeps seeing this image of a redhead in his mind but it is not the woman (his made-up wife) in the pictures of his family album (which is fake). Dr. Kafka explains that he is still filtering through images in his mind and the image of the redhead is probably something he remembers from a magazine or a TV show. She tells Peter/Herbert to look at the photo album again, even though it may be hard for him to see pictures of his deceased seventeen-year old daughter (named Kiki), killed by a drunk driver. Peter/Herbert admits that he does remember losing his daughter and asks Dr. Kafka to help him find his way back. Dr. Kafka replies that she will do everything in her power to help him, if he lets her. Having said that, she tells Peter/Herbert to get some rest and leaves his padded room. Seconds after closing the door, Dr. Kafka transforms into the Chameleon, who is ecstatic that his plan is working.

The real Dr. Kafka finds John Jameson safe and sound (what happened between him and Jack O'Lantern is not revealed) at the site where he was shot earlier. She is so glad to see him – she was afraid the Chameleon had hurt him – that she kisses him passionately on the lips. Feeling awkward after the kiss, she says that they should head back to Ravencroft to try and locate the Chameleon, who is still at large. John could not agree more. As they drive away, Jack O'Lantern watches on and tells his cat Maguire that he has John where he wants him and soon, John's hands will be around his father's neck.

Flash Thompson continues to feel depressed about his life. But then, he finally decides to follow Spider-Man's advice (see last issue) and make something of his life. Fired up and feeling a surge of positive energy, he calls up Betty Brant because he wants to talk with her and needs someone that will listen. At first, Betty thinks Flash is pulling a prank on her until she realizes how sincere he is about changing his life around. She agrees to talk with him.

Looking through his photo album, Peter/Herbert's memories of his real life are so intense that he is starting to question whether or not he really is delusional. As he flips through the album, he cannot help but wonder why the people in the pictures he is imagining mean more to him than the actual people photographed, and why he misses them so much more. Ticked off, Peter/Herbert throws the photo album at the other end of his room. Dr. Kafka races into the room to try and inject him with another sedative but Peter/Herbert refuses to take it because he wants to understand what is happening to him. Dr. Kafka tells Peter/Herbert that he will understand if he works with her, if he trusts her. Peter/Herbert suddenly remembers one of his earlier meetings with Dr. Kafka and, upon seeing her standing there with a syringe, he attacks her. Dr. Kafka drops the syringe, as she is slammed into a wall and held in place by Peter/Herbert, who wants to know who he really is. Dr. Kafka replies that his name is Herbert Filmore Smith but Peter/Herbert accuses her of lying. Dr. Kafka asks Peter/Herbert what is real name is then, if he does not believe her. Peter/Herbert admits that he does not know. Dr. Kafka asks him to name his wife and again, Peter/Herbert has no idea. Dr. Kafka argues that he does not know because she does not exist. Peter/Herbert argues that her drugs erased his wife from his mind, but not from his heart. He adds that he can feel her and his real family with him right there and then. Dr. Kafka argues that he only has one wife and her name is Karin. Suddenly, Peter remembers the name of his real wife, Mary Jane. Realizing that he is not delusional after all, he falls to his knees and begins pulling on his face, revealing that he had been forced to wear a rubber mask, made by the Chameleon, to alter his appearance and make him believe that he was Herbert Filmore Smith. Dr. Kafka transforms into the Chameleon and attempts to escape but Peter grabs hold of him and throws him into a wall with all his might. Frightened, the Chameleon tries to use the fact that he knows that Peter Parker and Spider-Man are one and the same, hoping that Peter will release him; however, Peter is so ticked off that he starts to pummel on the Chameleon, telling him that he does not care if the world knows that he is Spider-Man. As Peter continues to beat on the Chameleon, causing his facemask to start falling apart, the Chameleon uses his amazing abilities to blend into his surroundings before Spidey can carry on his brutal attack any further. Peter is left standing there confused.

As the Chameleon runs away through the streets of New York, he reveals that he thought he could do to Spider-Man what they did to him but he never dreamed a man could be so strong, so courageous, with such conviction and an unyielding sense of self. He admits that Peter Parker is everything Dmitri Smerdyakov is not, as he falls face-first into the snowy ground. When he raises his head, he comes face-to-face with Kraven the Hunter?

To be continued.