* Yellow-Jacket and Wasp guest appearance
* Equinox (Terrance Sorenson)
* Yellow-Jacket (Henry Pym) gains New Powers this issue and can Now BIO-BLAST from his own body

Spider-Man is swinging past the Queensborough Bridge when he is suddenly attacked by a blast of flame, and then a chunk of ice knocking him out and sending him falling to the water below. Around that time, in the apartment of Janet van Dyne, Janet and her husband Hank Pym are having a romantic interlude when they are interrupted by a bright flash and spot Spider-Man falling toward the water. Racing on the scene as Yellowjacket, Hank manages to save the Wall-Crawler from drowning. As Spider-Man is carried away, his unknown attacker looks on.
Waking up from a nightmare, Spider-Man finds himself in the Wasp's apartment and she and Hank explain what happened to him. When trying to figure out who could have attacked him, Spider-Man recalls a villain named Equinox who was defeated and seemingly destroyed in a battle against the Human Torch and Iceman, thanks to a tip that Spider-Man gave the Torch to put him on Equinox's trail. Spider-Man deduces that Equinox is probably coming after Spider-Man to settle the score. When Yellowjacket offers his help, Spider-Man refuses. However, before Spidey can be on his way, Equinox attacks, blowing open a hole through the apartment. The Wasp, Yellowjacket, and Spider-Man all jump at the criminal, however his flame and ice powers prove to be too much for them.
Meanwhile, not far away, Margay Sorenson - his mother and a leading scientist who has been trying to cure her son - happens upon the scene. At that moment Equinox is knocked out of the apartment and uses an ice slide to get to safety. Tracking him back to the Queensborough Bridge, there the heroes resume their fight, and Margay gets into the middle of the fight attempting to use a device to restore her son to normal. Having renounced his former human self and considering his mother's attempts to cure him a failure, Equinox attempts to crush her to death by throwing a car at her. Spider-Man swings by and saves her from that fate, however the exploding car belches debris all over the bridge, one piece striking and knocking out the Wasp.
Furious that his wife has been injured, Yellowjacket furiously attacks Equinox. While Spider-Man checks on the revived Wasp, Margay approaches them and tells them that she might have the cure for her son. Rejoining the battle, Spider-Man and the Wasp arrive just as Equinox shoots a flame blast at a tanker truck full of gasoline, causing a gigantic explosion that seemingly kills Yellowjacket. Surviving the blast, Equinox gloats over his killing of Yellowjacket. Horrified that she witnessed her husband's supposed death, the Wasp vows to get even with Equinox, by killing him.

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