Continued from last issue... Spider-Man is upset that Flash Thompson may be a rival for Gwen's affections now that he's a civilian once more. What's worse, he forgot to set his camera to take pictures of the fight he had against the Monks of the Light. In a fit of rage he throws the camera off the roof top realizing too late that he can't afford to buy a new one, but it is saved by an acrobatic man named Martin Blank. Blank, calls himself a freak, Spider-Man tells him that he's not a freak and he should embrace his abilities and not be a harsh judge of his physical appearance.

Returning to the boarding house where he's staying, Martin reflects on his past and how his love of the Gibbon and the taunts of his classmates led him to join the circus as the human Gibbon. Eventually he couldn't take the laughter of the audience and ran away from the circus and took refuge in the city hoping to start a new life where nobody would laugh at him. He finally decides that after meeting Spider-Man he should do what he's been planning to do.

Meanwhile, Peter returns home and changes back to his civilian identity. There he finds Gwen and Aunt May waiting for him. When May suddenly changes her tone when she catches herself fussing over Peter, Gwen tells Peter how she and May had an argument about how she is too coddling over Peter. Peter, too tired to do anything passes out in Gwen's arm and she puts him to rest of the couch. When Flash arrives to tell everyone he's okay, Harry asks him to walk Gwen home. Peter wakes up only in time to see Gwen and Flash leave the apartment and assumes the worst before dropping back to sleep.

After a nightmare, Peter is woken up by Flash, and instantly calls his Aunt May. When there is no answer, he decides to rush out as Spider-Man to see if she's all right. Along the way he's stopped by Martin Blank, who is wearing an ape-inspired costume and calling himself the Gibbon. When Blank tells Spider-Man he's come in hopes that he can become the wall-crawlers partner, this causes Spider-Man to burst out in laughter. This proves to be a mistake, because the wall-crawlers laughing is the straw which breaks the camel's back for the Gibbon, who lashes out at Spider-Man.

The Gibbon's attack is short lived, when Spider-Man decides that the Gibbon is misguided and not worth fighting, leaving a dejected Gibbon behind to blame himself once more for his failure. Neither are aware that Karven the Hunter has been watching the battle, and hopes to use the Gibbon as a tool for revenge against Spider-Man.

This story is continued next issue...

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