Peter is being tested while by questioned by Tony about anything he remembers when he attacked Morlun. He answers honestly and tells him he can only recall Morlun screaming, but even then he says he felt like he was there and not there at the same time. When he finishes testing him, Tony admits to Peter that he is uncertain that he is the real Peter, but telling Tony about his memory gaps helped relieve his suspicions since a fake would try to fill in the gaps in memory and would try to duplicate his injuries, but Peter's wounds are fully healed.

Peter and Tony run into Mary Jane in the hallway, who has sewn up Peter's costume. This reminds Tony to finish working on a gift for Peter. Mary Jane asks if Peter is okay, and though he claims to be fine, in the mirror, he sees the spider god from his dreams. Back on the streets, Peter realizes that Mary Jane did a poor job of fixing his costume and takes it to tailor Leo Zelinsky for repair, but while waiting for it to be fixed, the power goes out.

Investigating without his shirt, he discovers that the whole area is without power. Soon, he finds a semi-collapsed apartment building that is about to come down completely. After freeing a group of people, he ventures in to find a little girl who was separated from her mother. Once inside, he discovers that he now has night vision, which reminds him of what the spider god told him, that he had powers beyond what he has used but was too afraid to discover them out of fear that they would make him more spider than man. Eventually, he finds a man and creates a web line that will lead him out. As the man leaves, Spider-Man feels a vibration in his web, similar to how a spider can feel vibrations when something gets in its web. Spider-Man uses his newly discovered power to sense the little girl scraping a rock against the wall in another room. He recovers her but now he must come up with a way to carry her and use his hands to dig their way out. Suddenly, he realizes that, if he can stick to walls with his fingertips, then he must be able to stick things to his back. Not only that, the hairs on his arms can feel a breeze and follows it outside just before the building collapses, saving the girl.

Back home, Peter and Mary Jane are watching the news when she notices the distant expression on his face. He tells her about the horror he felt the night he got his powers after thinking about what would happen when a man merged with a spider the same way a fly was merged with a man in The Fly. This fear kept him from wanting to discover more of his powers and he accepted the limitations he set for himself. But now he isn't afraid of what he can do and he wants to use his new powers to help people. Mary Jane thinks that, when he was reborn, he became a new man and his mistakes and regrets can be left with his old self.

As they kiss, Tony, who has been listening in from his lab, confirms to himself that he is indeed Peter and gets back to work on his gift, a new costume for him.

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