Spider-Man [Peter Parker]; GUESTS: Captain America [Steve Rogers]; Human Torch [Johnny Storm]; Falcon; Luke Cage; Ultra-Girl; Living Lightning; the Punisher [Frank Castle]; Vision; Iron Man [Tony Stark]; Ms. Marvel [Carol Danvers]; She-Hulk; Mr. Fantastic; Yellowjacket [Hank Pym]; VILLAINS: Kingpin; Jake Martino; CAMEO FLASHBACK: Bucky Barnes
Spidey meets with Cap and his allies. From prison, the Kingpin hires an assassin to kill Spider-Man and any of his friends or family who happen to be around him. With Spidey helping the resistance, the assassin targets Aunt May and Mary Jane.