The Human Torch flies into the sky to make a flaming message saying, "Where R U Spider-Man???". This issue kicks off Volume Two of Amazing Spider-Man and in Spider-Man #98 Peter quit being Spider-Man.

Meanwhile, at Peter's new apartment paid for by Mary Jane's modelling money, Peter sees the Torch's message. He thinks about his super hero days and turns his back on them thinking his new greatest responsibility is taking care of his family. Daredevil is on the streets fighting crime. He doesn't notice the message until the thug he's beating up tells him about it. He realizes that Spidey is gone because of the recent rise in street crimes. Across the city, Captain America sees the fading message. He respects Spider-Man's work and returns to the Avengers' training session. The whole team describes their view on Spider-Man and what he did.

At the Daily Bugle, Jameson is still not satisfied with Spider-Man's disappearance. He wants to dig up every dirty secret Spider-Man has. Pete comes in with photos and hears Jameson's tirade. Suddenly, Robbie informs Betty and Peter of Scorpion's attack across town. Peter puts off the assignment and Betty goes to take the pictures herself. Scorpion is wreaking downtown trying to find someone. Scorpion gets frighteningly close to Brant but suddenly a red-and-blue clad Spider-Man jumps in and saves Betty! The Scorpion easily bests this Spider-Man and a part of a building falls on top of the hero.

A little while later, Peter meets a Terry Kwan at TriCorp and is applying for a job. He is being shown around the building while he thinks about the fact that the Scorpion is someone else's problem now. Just then, when Peter is being shown another lab, the Scorpion attacks and blows up a wall. Peter goes around and takes people out of harm's way. Walt, an employee of TriCorp, is stuck under the Scorpion's attack. Peter goes over there and brings down a part of the building on the Scorpion's head. He is fazed for a moment till he realizes the pulsating light on his wrist BioScanner. As it turns out, he was looking for Peter himself. He is about to lay waste to Peter when suddenly, the NEW Spider-Man jumps in. The new Spider-Man is noticeably worse at fighting. Peter finds some cords and gets Javier, another TriCorp employee, to help set up some cords and a generator. Peter lassos Scorpion's arm and electrocutes him. Peter grabs the new Spidey by the arm and asks the hero who's under the mask. Spidey says, "I can't tell you that! That's why it's called a SECRET identity!" He swings off just as the CEO of TriCorp, Dr. Ted Twaki, asks to talk with Peter.

Peter returns home. Aunt May asks him about his day and Peter says he got the job. They approach to hug and Aunt May says that Uncle Ben would be proud of him. A silhouette of Spidey appears as they both embrace.

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