As Peter worries over the dangers associated with his new powers, Kingpin, Dr. Doom, Wizard and Magneto agree that the new Spider-Man must be taken out for their plans to succeed. Believing Spidey to have manifested latent mutant powers, Magneto offers to confront him. Pete and MJ visit Flash whose new girlfriend Blaze hits up on Pete and others as soon as Flash turns around. Later, Dr. Max Lubisch chases Peter off before he can determine if Lubisch's experiment created the new powers. Deciding to practice, Spidey heads to a junkyard where Magneto finds and engages him. Believing Spidey is not a mutant because of the array of powers he gained, Magneto flies off, leaving the web-slinger to save passengers on a cruise ship damaged by a car he deflected into the ocean. Back home, MJ reassures Peter he used his powers to save lives, but all he can do is worry about the next time an accident like that happens.