A cool crisp breeze sweeps through the canyons of Manhattan. The city streets are bursting with traffic, and the subways are running at full capacity. As for Peter Parker he is still asleep at a desk with head in hands.

"Peter, Peter, PETER wake up!" Mary Jane says.

Peter shoots up out of his seat, "wha huh... oh Mj it's you."

"What were you doing last night you never came to bed." Mary Jane asks.

"I was studying these IR and mass spec results, but still no clues." Peter explains.

"Well I'm heading off to rehearse for the play tiger. Have a good day." Mary Jane says while walking out the door.

Peter walks to the kitchen and greets his Aunt May.

"Morning Aunt May. Sleep well?" Peter asks.

"Yes I did. You look exhausted Peter." Aunt May says.

"Sure am. I was going over some data on a fragment of metal I found at the scene car jacking. I didn't make any head way though. Jarvis has the paper come in yet?"Peter asked.

"Yes Mr. Parker" Jarvis says passing the Bugle to Peter.

"Thanks." Peter says.

Peter begins reading the Bugle. After he finishes breakfast, Peter walks to his room, opens the closet door, and takes out his Spider-Man costume, and makes a quick clothes switch. He spins his web around his regular clothes and slings them on his back. He opens the window and does a swan dive. He lets himself descend for a few seconds, and then catches himself with a strand of webbing.

At that moment at the Bank of New York a mysterious pedestrian walks into the bank. He throws off his long trench coat, and brushes his belt with his hand. Before the bystanders know it Mysterio appears before them.

"Look out it's that freaky Mysterio character!" Someone yells.

The people scatter, and Mysterio throws a small cube into the crowd. Suddenly Doctor Octopus crashes throw the front entrance. The crowd screams for help, but Mysterio has already begun raiding the bank. Just above the commotion, Spider-Man hears the cries for help. He quickly changes his course of direction, and slams through the window.

"Hold it!" Spider-Man orders. "Wait a minute something isn't right my spider senses are focusing on Misty over there. That must mean Octopus is an illusion." Spidey ponders.

"Ahhh finally! Better late than never Web-Head!" Mysterio says gleefully.

Propelling his body forward as fast as possible Spider-Man attempts to grab Mysterio. Mysterio evades the web-spinners initial attack, and he quickly counters it by releasing a smoke screen.

"Now we'll play in my court fool!" Mysterio says.

Spider-Man quickly recovers, and begins swinging blindly in the smoke.

"Come out Mysterio!" Spidey demands.

"Always frustrated when you're losing eh Spidey!" Mysterio says goading Spider-Man.

Before Spider-Man can throw another punch he is punched in the back of the head. Spider-Man falls to the floor.

"Nice punch Misty, but not good enough!" Spidey asserts.

After regaining his footing Spider-Man makes a quick leap to the ceiling, and begins scanning the area for Mysterio.

"Hahaha Hahaha! Running away are you." Mysterio says while reaching for another holo-cube.

After its activation Spider-Man sees Mysterio making a dash for the back exit.

"Now who's fleeing!" Spider-Man says.

Quickly shooting a web out, Spidey swings to the floor, and lands directly in front of Mysterio. Spider-Man throws a punch, but Mysterio jumps right over the red and blue super hero and then vanishes.

"Arghh another illusion Berkhart's pretty good at this stuff now, but he won't get away this time." Spider-Man thinks to himself. Quickly exiting out the back way, Spider-man jumps onto the wall and scales it to the top. He looks for any sign of Mysterio, but none is to be found.

"Well it looks like Misty is back in town. He could be behind the car jacking, but I still have no evidence. This is not going to be a good day." Spider-Man says.

Jumping off the building's ledge Spider-Man spins a web and continues swinging through the city. Unbeknownst, to our arachnid hero Mysterio was hiding directly in the alley below.

"Fool my holo-cubes are functioning at full capacity. Now to the next phase of my plan." Mysterio thinks to himself.

A few short minutes later Peter Parker arrives at Midtown High School.

"School's pretty quiet today." Peter notices.

As he walks to the front office, Peter waves to one of his students, and enters the office.

"Hi Maude. Still beautiful as always. Is they're going to be any need for some science teachers this summer?" Peter inquires

"Afraid not Peter. The school's GPA is up, and not many students are having to take summer classes. Sorry." Maude says.

"No problem. Just thought I'd check." Peter says.

After exiting the school Peter hails a cab, and provides the cabby with the destination for the Daily Bugle.

"I can at least check out the Bugle for some photo assignments." Peter mulls.

Across town at 2nd East 63 Street at the New York Academy of Science a small scientific demonstration is being held. The demonstration is of much interest to one of the garbed spectators in the room. No sooner do the scientists step onto the stage then a strange mist billows in from the air conditioning vents. Then the garbed spectator stands up, and quickly jumps onto the ceiling, and removes his clothes.

"Well, we'll just be taking this little trinket" Venom says.

"Everybody run!" A scientist yells.

The small audience scatters and Venom lands on the ground, grabs the device, and crashes through the window. After Venom lands on the ground a strange transformation occurs.

"Ha the fools believe Venom to be the thief, but it is only the genius of Mysterio" Mysterio thinks to himself. "Right now the gas I recovered from the Novartis scientists only works for a limited time, but now, my power is limitless Hahaha hahaha!"