ACT 1: Iron Man is flying through Times Square in search of whatever escaped from Peter's seemingly dead body. Back at Avengers Tower, Captain America and the other Avengers are clueless as to whom or what desecrated Peter's cadaver. Mary Jane, Peter's wife, is pretty much a basket case and this recent desecration of her husband's body is leading her to believe that perhaps Peter is not dead after all.

ACT 2: Inside the cocoon, Peter Parker dreams. In his dream, he finds himself in the middle of a jungle. He stands up and starts walking. Suddenly, he hears a scream. He heads towards the source of the commotion where he sees himself, several years younger, being bit by the radioactive spider, which bestowed upon him spider-like powers and abilities. His younger self starts screaming and calls attention to a gigantic spider that is crawling towards him and the others. He yells at the others to be careful. The present-Peter then relives the moment he let the thief, who ended up killing Uncle Ben, run away from the arena where he had been wrestling Crusher Hogan. Symbolically, it is assumed, the gigantic spider grabs hold of Uncle Ben and takes his life. The present-Peter is unable to stomach such a sight and pukes his guts out. Just then, he hears a voice coming from above. In the trees, a creature is hidden in the shadows and it tells Peter that he never understood what he was, what he is, and what he is becoming. He goes on explaining that the spider was inside him but because he couldn't accept that (Peter, that is), he took that which was inside and moved it outside to a safer place. As he explains this, a younger Peter Parker is shown coming up with the idea of the Spider-Man costume. The creature goes on explaining that the reason Peter chose to conceal the source of his power, by wearing a costume, is because it puts the spider outside, like a piece of cloth, an empty husk, from which Peter could emerge normal, as though the spider was not still inside him. By doing so, it allowed him to put it on or take it off, but now the spider has taken him off (Peter, that is). The creature comes out of the shadows and calls Peter a fool. The creature, who looks like a living, breathing, Spider-Man costume with claws instead of normal hands and feet and with long teeth, ΰ la Venom, tells Peter that he treated the gift that was given to him as though it were a toy and that he did not look too deeply into what he had become or what he could do; thus he committed the crime of superficiality. The creature tells Peter that he never bothered asking himself what happens when you merge a man with a spider; the answer only became apparent at the end when he murdered Morlun, and subsequently died. The creature explains that he – Peter – was dead; but the spider inside him was not, as it refused to die. So it fed and took from Morlun what Morlun tried to take from it. The spider then slept and dreamt of being a man, as the man slept and dreamt of being a spider. Until at last, the spider awoke to be reborn. The creature goes on explaining that the question remains as to what it will be reborn as and most importantly why it will be reborn. The creature goes on saying that what emerges from the healing may be more man than spider or more spider than man, because what is suppressed for too long must sooner or later become apparent for all to see. It then explains to Peter that he must now accept the spider and accept who he is – the man who dreamed of being a spider and the spider who dreamed of being a man – and that now, at last, embrace "the other". As it says that, it turns into a gigantic spider and it feeds on Peter, who opens his arms wide to accept it. Just then, the cocoon ruptures and Peter Parker falls out of it and into the water

ACT 3: Back at Avengers Tower, Mary Jane and Aunt May have finally accepted that Peter will not be returning and that he is indeed deceased. May vows to take care of MJ as she did for Peter, as she feels that she owes her that much. The two of them then go talk to the Avengers to tell them to do whatever is necessary with Peter's body. Just then, the doorbell rings. The door opens and Peter Parker walks in.

ACT 4: A short time later, Peter, MJ, Aunt May, and the Avengers are having a celebratory meal. Steve (Rogers) and Tony (Stark) explain how they figured out that Peter would potentially return from the grave when they realized that – like spiders, who will sometimes shed their skin once in a lifetime – he might possibly be going through some kind of regeneration process. Steve goes on explaining that they didn't want to say anything, in case they were wrong. Tony then explains that, when they thought he was gone, they disposed of anything that might compromise Aunt May or MJ; therefore, they got rid of all his Spider-Man suits, though they saved one for the memorial. Tony goes on saying that once he is ready to get back in the business, he might help him with some redesign, as he has ideas that Peter might find interesting. Peter welcomes any suggestions.

ACT 5: A short time later, Peter lies in bed with Mary Jane. After she falls asleep, he gets out of bed and heads down to the morgue to see the empty husk of his previous body. He pulls the wedding ring off the body and puts it back on. All the while, he can hear the creature speaking to him, telling him to remember one thing: "The man died. The spider was reborn. I was reborn. So the question is...are you you? Or are you me? Are you the man who dreamed of being a spider? Or the spider who dreamed of being a man? Are you the one...or are you the other?"

To be continued in Friendly Neighbourhood Spider-Man #4.