PREVIOUSLY: In Spectacular Spider-Man #241, Peter Parker and Mary Jane decide to move out of their house in Forest Hills, Queens and move back into the city to leave painful memories behind and start a new life. Meanwhile, at Ravencroft Institute, Dr. Ashley Kafka, long-time friend of Spider-Man, orchestrates the escape of Dmitri Smerdyakov, the Chameleon, because she fears that taking him away now will undo everything they have worked for and will only serve to further fragment his already fragile mind and create more pain and suffering. And why the heck is Jack O'Lantern spying on J. Jonah Jameson?

In Spectacular Spider-Man #242, there is a brief confrontation between the Kangaroo and Spider-Man, resulting into another humiliating defeat for the super-villain. In another part of town, the Chameleon betrays Dr. Ashley Kafka and turns against her, despite the fact that she was responsible for his escape from Ravencroft Institute. Soon after, while impersonating Dr. Kafka, the Chameleon lures John Jameson into a trap and shoots him. Later, the Chameleon uses a fake holographic projection of Dr. Octopus attacking Peter Parker to lure Spider-Man into an even bigger trap. When Spider-Man awakens a short time later, Dr. Kafka confronts him and, as she removes his mask, explains that his name his Herbert Filmore Smith, a science-fiction author who recently suffered a trauma, which has caused him to retreat into a delusion that he is the superhero known as Spider-Man.

While all this takes place, the Chameleon – impersonating Dr. Kafka – continues on with his evil plan to make Peter Parker/Spider-Man believe that he is in fact a science fiction writer by the name of Herbert Filmore Smith who had a breakdown and who now believes that he is the superhero known as Spider-Man. Despite being fed these lies by the Chameleon, and almost coming close to believing them, Peter breaks through the spell cast by the Chameleon and sends him running for his life. At issue's end, while on the run, the Chameleon runs into Kraven the Hunter?

In Spectacular Spider-Man #244, Spider-Man goes in search of the Chameleon, after first defeating the Kangaroo and then stopping home to check up on Mary Jane. At Ravencroft, Dr. Ashley Kafka and John Jameson are trying to find the Chameleon as well, before the government catches wind of his escape. Unbeknownst to them, the Jack O'Lantern watches their every move. While all this takes place, the Chameleon is caught in the midst of a hallucinatory battle with the late Kraven the Hunter. When the Chameleon finally defeats his (non-existent) opponent, it is revealed that he and Kraven were half-brothers. In the middle of dealing with this revelation, Spider-Man finds him and a confrontation ensues. The Chameleon, however, has the upper hand, as he reveals a steel cage, inside which Dr. Kafka and John Jameson are being held captive.

In Spectacular Spider-Man #245, Spider-Man tries to free Dr. Kafka and John Jameson from the electrified steel cage only to be felled by a poisoned dart from an unknown assailant. When he awakens, he finds himself trapped inside said cage, with the Chameleon taunting him by transforming into Mary Jane and telling him that he is going out on the town to pay a special visit to an old friend (meaning MJ of course). A ticked off Spider-Man manages to break free from the electrified steel cage and races after the Chameleon. Spider-Man arrives at the Parker home and, to his amazement, Mary Jane has knocked the lights out of the Chameleon with a baseball bat. As they laugh it off, the Chameleon escapes only to run into Kraven the Hunter who, before shooting the Chameleon, reveals that he is not a hallucination, as it was he that felled Spider-Man earlier. As all these events take place, a new group of super-villains is formed. Its members are the Grizzly, the Kangaroo, the Gibbon, and the Spot.

Outside Jonah's window, a worried Spider-Man watches the scene and wonders who got to Jonah and why. Spidey makes his way to the rooftop and when he steps on the ledge, he suddenly starts to feel dizzy and almost falls down (a result of a bite from Morbius in Peter Parker Spider-Man Volume 1 #77). He manages to keep his balance, only to be warned by his spider-sense of imminent danger. Looking down from the rooftop, he sees the Jack O'Lantern hanging outside Jonah’s window. Spidey assumes that perhaps he is there to finish the job he started back at the Bugle but the Jack O'Lantern suddenly takes off. Before the Jack O'Lantern can get away, Spidey snags him with a web and hoists him up to his level. The Jack O'Lantern tells Spidey that he has absolutely no interest in him and that he is after Jameson. Spidey infers that it was him that attacked Jonah but the pumpkin-headed villain tells Spidey that he is not admitting to doing anything to anyone and that he does not understand why he is being harassed for flying around New York City in a costume. Having said that, the Jack O'Lantern calls for his cat Maguire and the clawed quadruped attacks Spidey. While Spidey wrestles with Maguire, the Jack O'Lantern zips around a nearby chimney and comes up behind Spidey, his pumpkin head no longer attached to his neck and sitting in his hand. After telling Spidey that he is a totally different Jack O'Lantern than the one he fought before, he causes a small explosion that sends the web-crawler to the ground. As Spidey sits there shaken and confused, the Jack O'Lantern tells him that he has no desire to fight him and that the only bone he has to pick is with the Jamesons. As the Jack O'Lantern flies away, he tells Spidey that if he interferes with his business once again, there is going to be hell to pay. Spidey gets back on his feet and tries to run after the Jack O'Lantern but he is once again subjected to a bad case of vertigo, allowing the Jack O'Lantern to get away.

At Empire State University, Mary Jane Parker is daydreaming in the middle of her psychology class, thinking about her recent brush with the Chameleon and her life in general. Her daydreaming session is interrupted when her professor asks her a question and she is unable to answer it. A short time later, as she walks through the quad with Jill Stacy, she expresses her embarrassment for being so absent-minded and presumes her professor probably thinks she is the world's biggest space-case. Jill reassures her by saying that she is just having a bad day and that there is plenty of time left in the semester to convince him that she is the most brilliant woman who ever stepped in his classroom. Just then, Peter comes running toward them but does not stop to talk because he is late for his tutoring session. He simply blows Mary Jane a kiss and disappears as quick as he appeared.

At the Daily Bugle, Betty Brant is busy at work on a story when someone comes up behind her, covers her eyes and asks her to guess who it is. On edge since J. Jonah Jameson has been hospitalized, Betty swings her arm around and hits the perpetrator in the chest, telling him to knock it off, only to realize that it is Flash Thompson, who has come by to see her. Betty asks Flash why he is not at work and Flash explains that he is feeling so good today that he did not feel like chasing around hormonally crazed teenagers. Flash also tells her that he stopped by to thank her for what she did the previous night; that is, helping him out with his drinking problem. Betty tells Flash that she is on a tight deadline and that she does not have time to chitchat. She tells Flash to call her later and maybe they can squeeze in dinner at that time. Just then, Robbie Robertson shows up and asks Betty about some photocopies he needed her to do a half hour earlier. Realizing how busy Betty is, Flash leaves with a lovesick expression on his face.

In Lower Manhattan, Marla Jameson meets her stepson John and girlfriend Dr. Kafka for lunch. As they sit around a table, a cat is heard meowing underneath it. The cat rubs against John's leg, seemingly sending him in some kind of trance. John suddenly stands up from the table and announces to Marla and Dr. Kafka that he just remembered that he has to be somewhere very important. He then takes off in a hurry, leaving Marla to think John is uncomfortable around her, which is why he decided to leave.

Back at the hospital, J. Jonah Jameson is reading his newspaper when Spider-Man appears in the window to see how he is doing. Jonah thinks Spider-Man is there to gloat but it is not the case. Spidey is actually worried about him but Jonah thinks Spider-Man is pretending to be nice to him so that he will stop the Daily Bugle’s anti-Spider-Man campaign. Spidey takes off as quickly as he arrived but his short visit is enough to cheer Jonah up.

As Spidey stands outside the hospital, waiting for the Jack O'Lantern to make his next move against Jonah, his spider-sense kicks in, warning him of danger. Looking up above, his thoughts become reality, as the Jack O'Lantern appears and tells Spidey that he should have stayed out of his way. Having said that, he tosses an exploding candle at Spidey, which narrowly misses him. Spidey makes his way back up the side of the building, all the way to the rooftop, where he manages to send the Jack O'Lantern crashing down. The Jack O'Lantern calls for his glider and climbs aboard, telling Spidey that he is giving him one more chance to leave him alone. Spidey leaps atop the Jack O'Lantern and hangs on for the ride, which takes them upward and upward. As the climb continues, Spidey puts his fist through the Jack O'Lantern's pumpkin head and starts to scream in pain. He then finds himself trapped in some kind of hallucination induced by the Jack O'Lantern's smashed pumpkin head. In this illusion, Spidey finds himself standing atop a gigantic pumpkin head with nowhere to go. Realizing what must be done, Spidey slams both fists into the giant pumpkin head, causing it to shatter and allowing Spidey to get back to reality. But as he comes back to the real world, he finds himself plummeting toward the ground down below. For Spider-Man, it is only a matter of snagging a nearby building with his webbing; however, as he prepares to do so, he starts to feel extremely dizzy and woozy and his web ends up not connecting with anything. He continues to fall, only to be caught by none other than the Jack O'Lantern, who – dropping Spidey off on the rooftop of a neighboring building – tells him that he has not beef with him and that he has no desire to see him dead. The Jack O'Lantern then tells Spidey, before taking off, that all he really wanted to do was distract him long enough for his man to do his work. Realizing what the Jack O'Lantern is saying, Spidey heads back toward the hospital and crashes into Jonah's hospital room, only to find someone trying to stuff a pillow on Jonah's face. Spidey knocks Jonah's assailant off and turns on the light to check up on Jonah, who appears to be dead. A ticked off Spidey turns towards Jonah's attacker and is in total disbelief when he realizes who it is: John Jameson, Jonah's own son.

To be continued.