We open with Peter Parker trying to focus on being Spider-Man alone but struggles with missing MJ and his best friend Ned, when a threat became to big he must break his promise and team with an unexpected ally in Punisher to protect those he loves. with a team-up with the Black Widow to stop a raging hulk to Spider-Man saving the life of Rio Morales, and stoping a Gang war between Tombstone and a Mac Gargan with a scorpion suit fused to his body. We also have the Kingpin the mayor of New York who called in Silver Sable and her task force of men to prevent Spider-man from interfering with them stopping this mob war. After Spider-man is able to stop this war and a rampaging Scorpion with the help of the Punisher and some helpful tips from his friend Carlie Cooper he is able to put the Scorpion is prison. We finally see Peter build up the courage to ask MJ on a date. We end with Spider-Man swinging across New York past Avengers tower. In the post credit scene we see Sam Wilson Captain America fly up to Spider-Man and ask if he wanted to be apart of his Avengers team.