Spider-Man’s arm in a sling, he swings around trying to find The Lizard. The Lizard heads to Dr. Connor’s lab to find a formula to transform reptiles to his personal army. Since his reptilian brain can’t understand Dr. Connor’s notes, he wrecks the lab waking Mrs. Connors and Billy up and goes to find Dr. Connor himself, not knowing they are one and the same. At The Daily Bugle, Frederick Foswell goes to tail Peter Parker but gets assigned The Lizard story by Jonah Jameson. Pete goes to school with his sling, saying he sprained it on his motorcycle, and is ridiculed by Flash Thompson, reassuring Pete that no one will connect him and Spider-Man. Harry Osborn tells Pete that Gwen is having a party for Flash and Pete explains why he hasn’t been around because of his money issues. Harry offers to talk to his father to see if he can get him a job. Spider-Man continues to search for The Lizard and finds him on a train to Philadelphia with a large reptile collection onboard. The Lizard commands a train car filled with reptiles to attack Spider-Man and flees on the train. Spider-Man catches up and leads The Lizard to a freezer car, where he is weakened by the cold. Spider-Man wraps him in a web cocoon to prevent his death and works in Dr. Connors lab to create an antidote before The Lizard thaws. He cures Dr. Connors and heads home but is interrupted in his thoughts by Harry and Mary Jane who he starts to think is way too hyperactive and a bit shallow for his tastes. Pete is frustrated by his responsibilities as Spider-Man since he’s hurt and often breaks dates with friends. Meanwhile, the Connors family wonders aloud how they’ll ever repay Spider-Man.

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