Spider-Man discovers that his science teacher, Dr. Curt Connors, has been turned into a deranged lizard due to an experiment gone wrong, and is abducting people throughout Manhattan. 

The Kingpin offers to provide Alistair Smythe with the funds he requires to build more of Spencer's Spider-Slayer robots, claiming that Spider-Man is responsible for the death of his father. Smythe fails in his bid to kill Spider-Man and the others he bids responsible for his father's death, and as a consequence, the Kingpin makes him work for him until he does kill Spider-Man.