Peter was at the doctor's office getting examined to see what was wrong with his powers.
Doctor Mario: You seem very okay to me. My diagnosis? (points to his head) It's up here. You say you can't sleep. Heartbreak? Bad dreams? Random PC Guys scaring you like a monster?
Peter: Well, there is one dream where… ...in my dream… ...I'm Spider-Man. But I'm losing my powers. I'm climbing a wall, but I keep falling.
Doctor Mario: So, you're Spider-Man.
Peter: In my dream. Actually, it's not even my dream. It's a friend of mine's dream.
Doctor Mario: Somebody else's dream. What about this friend? Why does he climb these walls? What does he even think of himself?
Peter: That's the problem. He doesn't know what to think.
Doctor Mario: Gotta make you mad not to know who you are. Your soul is disappearing for no reason. Nothing as bad as uncertainty. Listen… ...maybe you're not supposed to be Spider-Man for climbing up those walls. That's why you keep falling. You always have a choice, Peter.
Peter: I have a choice.
Doctor Mario: Either that or i forgot to choose which sauce to put on my spaghetti.
He went back home, thinking about this choice. In his dream, he was with an apparition of Uncle Ben.
Ben: All the things you've been thinking about, Peter, make me sad.
Peter: Can't you understand? I'm in love with Mary Jane.
Ben: Peter, all the times we've talked of honesty, fairness, justice… Out of those times, I counted on you to have the courage to take those dreams out into the world.
Peter: I can't live your dreams anymore. I want a life of my own.
Ben: You've been given a gift, Peter. With great power comes great responsibility. Take my hand, son.
He reached out for his son, but Peter had a choice now.
Peter: No, Uncle Ben. I'm just Peter Parker. I'm Spider-Man… no more. No more.
This greatly saddened Ben's apparition. After the dream, Peter went to an alley and opened a trash can. In his hands was his Spider-Man costume. He put the costume in the trash and left, so he could begin a new life. The next morning, he got back to wearing glasses as his vision was gone along with his superpowers. When he fixed his bicycle, he rolled the wheel, but it bounced off down to the streets.
Man: (offscreen) You punk!
Peter: Sorry.
After getting a hot dog, Peter walked on by when he saw a car chase. Peter ignored it, for he already made it clear that he's not Spider-Man anymore. He went to work, studying for college. In class...
Dr. Connors: And when the borderline is tau equals zero, the eigenvalues are...? Someone, please?
Peter: .23 electron volts.
After school…
Dr. Connors: Excellent work today, Parker. Keep it up.
Now that he got college taken care of, there was one thing he had to do: go see Mary Jane's play.
Actor: (on stage) I'm not really wicked at all. You mustn't think that I'm wicked.
Mary Jane: (on stage) If you are not, then you have certainly been deceiving us all in a very inexcusable manner. I hope you have not been leading a double life pretending to be wicked and being really good all the time. That would be hypocrisy.
Actor: (on stage) Of course, I have been rather reckless.
Stagehand: (offstage) "I am glad."
Actor: (on stage) Are you glad to hear it?
Mary Jane: (on stage) I am glad to hear it. In fact, now you mention the subject, I have been very bad in my own small way.
After the play, he met her outside the theater.
Peter: You were so wonderful. That was such a great play.
Mary Jane: You could've told me you were coming.
Peter: I was afraid you'd say, "Don't come."
Mary Jane: You look different.
Peter: I shined my shoes, pressed my pants, did my homework. I do my homework now. You wanna get some chow mein?
Mary Jane: Peter… ...I'm getting married.
Peter: I always imagined you getting married on a hilltop.
Mary Jane: And who's the groom?
Peter: You hadn't decided yet.
Mary Jane: You think just because you saw my play, you can talk me out of getting married?
Peter: You once told me you loved me. I let things get in the way before. There was something I thought I had to do. I don't have to.
Mary Jane: You're too late.
Peter: Will you think about it?
Mary Jane: Think about what?
Peter: Picking off where we left off.
Mary Jane: Where was that? We never got on. You can't get off if you don't get on.
Peter: I don't think it's that simple.
Mary Jane: Of course you don't, because you complicate things.
Peter: You don't understand. I'm not an empty seat anymore. I'm different. Punch me, I bleed.
Mary Jane: I have to go. I'm getting married in a church. You are different.
She left. After all the trouble of going to see her play, she's still gonna be married. The team look downtrodden like Peter.
Garfield: It's not working. Nothing's working.
Simon: First, some man just took off with the bank money, then the Daily Bugle looks at us like we're Spidey's accomplices, and M.J.'s still mad at Peter.
Raphael: What will it take to finally convince her?
Peter: I don't know, Raph. We all don't know what will.
They all walked back, unsure of their new lives. As they walked, they were unaware that something is lurking in the shadows. It hissed and snarled at them.
???: Lincoln... caca!
It was glaring hatefully at Lincoln and the box he was carrying. He had returned. He came back. And there was one thing he had in his mind: revenge. The next morning at the Daily Bugle, J. Jonah Jameson was on the phone.
J. Jonah Jameson: (on the phone) Dear, we agreed to put on a wedding, not go into bankruptcy. Caviar? What, are we inviting the czar? Get some cheese and crackers, some of those little cocktail weenies.
Betty: I got a garbage man here says he's got something you might want to see.
Entering the office was a hobo with a bag.
J. Jonah Jameson: If you have an extraterrestrial's head in there, you're the third guy this week.
The hobo dropped the bag. He got out the mask of Spider-Man.
J. Jonah Jameson: Where the hell did you get that?
Hobo: In the garbage?
J. Jonah Jameson: In the garbage? (gets a Spider-Man costume out of the bag) He must've given up. Thrown in the towel. Abandoned his sad little masquerade. I finally got to him. The power of the press triumphs.
Hobo: Yeah, yeah, yeah. Now, look, I think I deserve a little something for this.
J. Jonah Jameson: Give you 50 bucks.
Hobo: I could get more than that on eBay.
J. Jonah Jameson: All right, 100. (to Betty) Give this man his money and throw in a bar of soap.
Betty: Your wife is still on that line.
J. Jonah Jameson: (gets on phone) Flowers? How much? You spend any more on this thing, you can pick the daisies off my grave. Get plastic. Gotta go. Big story.
The latest issues of the Daily Bugle came in. They read 'Spider-Man No More.' The news got to everyone who missed Spider-Man a lot.
Violin Lady: (Singing) Spider-Man, Spider-Man, Where have you gone to, Spider-Man? Where have you gone to, Spider-Man?
That same day, Peter and his friends were walking by when they saw a man getting mugged.
Robber: Come on, man. Get the money. Come on, come on.
Man: Help!
The gang decide to leave. They can't stop crime due to Peter not having his powers anymore. At the graveyard, he, his friends, and Aunt May were at Uncle Ben's grave. After dropping off some flowers, they went home.
May: It wasn't fair to have gone like that. He was a peaceful man. And it was all my doing.
Peter: Aunt May. You don't have to punish yourself.
May: Oh, I know I shouldn't. It's just that you wanted to take the subway and he wanted to drive you. If only I had stopped him. We'd all three of us be having tea together.
Lori: Peter, it's time.
It had been a few years since Ben died, so Peter had a confession to make.
Peter: I'm responsible.
May: For what?
Peter: For what happened to Uncle Ben.
May: But you were at the library. You were doing your homework.
Peter: He drove me to the library, but I never went in.
May: What do you mean?
Peter: I went someplace else. Someplace where I thought I could win some money to buy a car, because I wanted to impress Mary Jane. It happened so fast. I won the money, and the guy wouldn't pay me. Then he got robbed. The thief was running towards me. I could've stopped him, but I wanted revenge. I let him go. I let him get away. He wanted a car. He tried to take Uncle Ben's. Uncle Ben said no, and then he shot him. Uncle Ben was killed that night for being the only one who did the right thing. And I… I held his hand… ...when he died. I've tried to tell you so many times.
Aunt May sadly went upstairs.
Yoshino: Ben was a great man.
Peter: I know.
Theodore: When you lost your powers, I think it's trying to tell you something.
Peter: What is it?
Theodore: It's saying that we have to be responsible.
Lisa: Theodore has a point. By trying to balance your superhero life with your normal life, it created some complications, thus rendering your powers useless.
Peter: That explains that. We better go get some rest.
Blossom: Sure. I'm just glad we don't have to deal with another bad guy in our already troublesome stay.
And so, they went to get some rest. At the abandoned warehouse, Doc Ock, Dr. Eggman, and Mojo Jojo were putting the finishing touches on their new device. It was a replica of the solar fusion machine from his last day as a human being.
Dr. Eggman: I can't believe we're almost finished.
Mojo Jojo: I know, right?
Doc Ock: I'm going out, boys.
Dr. Eggman: Where are you heading off to, Otto?
Doc Ock: Just one more little chore.
Mojo Jojo: Lucky for us, our little friend has a chore, too. (to the cage) Stripe, it's time.
The creature cackled at the sound of that. In Harry's mansion, the young man was looking at pictures of Spider-Man with hate in his eyes.
Harry: Where are you?
His butler, Bernard, came to see him.
Bernard: I'm leaving for the night, sir.
Harry: Fine.
Bernard: Your father only obsessed over his work.
Harry: Good night, Bernard.
He went out to get some fresh air. At the moment, he heard rumbling. He checked out the ledge of his building. Suddenly, a creature leaped at him. It was a scaly and green gremlin. It had a white stripe on his head. He was Stripe, the enemy of Gizmo and the Louds. He looked at Harry with maliciousness.
Harry: (nervous) Oh, my God. You're one of them, aren't you? The ones who caused trouble at Clamp Industries?
Stripe's only response was to hiss at him.
Harry: Who sent you?
A robot tentacle grabbed his drink before it could hit the ground. Doc Ock and his cronies were on the porch.
Doc Ock: Hello, Harry. I believe you met Stripe.
Harry: Otto, what do you want? Cause I'm starting to tweak out right now.
Dr. Eggman: We need lots of tritium, Harry. It's for our invention.
Harry: More tritium, are you crazy? You'll destroy the city! You're a hack!
The tentacles grabbed Harry and hung him over the air.
Harry: Hey! Hey! Stop! Stop! All right! All right, all right, all right. Put me down. We'll make a deal.
Otto let the boy down on the porch.
Harry: Kill Spider-Man, I'll give you all the tritium you need. On second thought, bring him to me alive.
Mojo Jojo: How do we find him?
Harry: Peter Parker.
Otto: Parker?
Harry: He takes pictures of Spider-Man for the Bugle. Make him tell you where he is.
Dr. Eggman: Looks like Team Powerpuff's in for a surprise of their lives.
Mojo Jojo: When we get the spider, have the tritium ready. Unless you want to answer to Stripe.
The four villains went off to fulfill their goal.
Harry: Don't hurt Peter!
At a newspaper stand, another issue read 'Crime Up 75%. Where are Spider-Man and Powerpuff Girls Z now?' Peter and the gang could only look, for they know where they are now.
Luna: Dudes, the crime rate is up like wild now that Spidey's not stopping crime anymore.
Lana: Did you not remember why he quit, Luna?
Luna: I do, but I miss those days.
A call came up.
Woman: Somebody, help! Fire!
They looked and saw a burning building.
Man: Alisa, the Chens can't find their daughter. Have you seen her? Somebody call the fire department! Help! Help!
Buttercup: Is there anyone in that building?
Man: We think there's a kid stuck on the second floor.
Peter and Leni went into the building.
Man: Hey, where you going?!
Alvin: Guys, what are you doing?
Leni: Somebody's gotta go save her, and Parker and I are the kind of somebodies. (she and Peter go in)
Lisa: Is 'somebodies' even a word? (sighs) Does she ever listen to me? Guess not. (the rest go in)
In the building, they heard someone screaming.
Peter: We're coming!
Lynn: Stand back! I got this.
She kicks down the door, allowing the others to go in. They avoided some burning debris as they fell to the ground.
Sonic: Alright, everyone, let's find her before this place collapses.
They checked around as quick as they can. Odie barked at the closet door.
Garfield: There's someone in the closet? Well, open it up!
They opened the door and it was a little girl crying.
Peter: It's okay. It's okay. Come here. We're gonna get you out of here. Come on. Come on.
He grabbed the girl and the gang ran out of the flaming room. There was a hole on the floor. They jumped and were now hanging from the ledge. He got the girl up, but he was still hanging. Luckily, the young girl helped Peter up, and together, along with Team Powerpuff, they ran out of the burning building. He brought the girl back to her parents.
Little Girl: Mama.
Moments later, the fire was extinguished and the gang were coughing from the smoke.
Firefighter: You got some guts, kids.
Firefighter 2: Some poor soul got trapped on the fourth floor. Never made it out.
Firefighter: Oh, man. All right, Billy, let's knock it down and roll them up. Get on out of here. Let's pick it up! Let's get all this equipment, let's go! Let's move it!
Blossom: Peter, you just saved that girl's life.
Peter: Thanks, Blossom.