As Spider-Man is turned into an old man by the Vulture, the latter discovers that he inherited the disease that is turning Spider-Man into the Man-Spider, while the Scorpion wanting to be normal again kidnaps Dr. Farley Stillwell.
This episode provides examples of:
- Assimilation Backfire: The Vulture absorbed Spider-Man's youth to rejuvenate himself, but in the process, he also ended up absorbing Spider-Man's Man-Spider mutation.
- Big "WHAT?!": Vulture's reaction to Curt telling him that draining Spider-Man's youth resulted in the Man-Spider transformation.
- Bittersweet Ending: Spider-Man is young again and finally cured of his disease, but Curt still has the Lizard hanging over his head and will have to start from scratch. Mary Jane is also abducted in front of Peter's eyes.
- Body Horror: By absorbing Spider-Man's youth, the defective gene responsible for turning him into the Man-Spider is transferred to the Vulture because of his energy absorption technology. He retains his mind, but is shown flying away in horror at what he has become.
- But Now I Must Go: After destroying the Recombinator, Stillwell goes into hiding to keep the knowledge of neogenics from being abused in the future and is never seen again in the series.
- Didn't See That Coming: Due to Spider-Man's disease, Vulture retains the youth he drained from him indefinitely, but he also inadvertently transferred the disease to himself.
- Driven to Madness: Stillwell ended up in a mental hospital after being attacked by the Scorpion. No one took his protests the Scorpion was coming after him seriously until the villain abducted him.
- Hypocritical Humor: The green-clad Scorpion questions why Vulture would wear a "dumb, green costume" in public.Scorpion: You some kind of a nut?
- He's Back!: Once young again, Spider-Man says as much before knocking Scorpion away from Curt.
- Karmic Transformation: After the Vulture spend the previous episode stealing the youth from other people, he ends up with the disease that was turning Spider-Man into the Man-Spider after stealing the latter's youth. At the end Dr. Connors helps Spider-Man by giving him by his youth but leaving the Vulture with the Man-Spider disease, curing Spider-Man for good.
- Little "No": At the bridge, Vulture right before he convulses and turns into Man-Spider.
- Not Quite Dead:
- Vulture was certain that Spider-Man was lost in a building explosion, but the elderly wall-crawler managed to get to safety.
- Spider-Man muses that Scorpion and Vulture were killed in the lab explosion, but viewers see both survived.
- Painful Transformation: Vulture keeps transforming into Man-Spider and back into his human self, being in agony every time.
- Pragmatic Villainy: During his bout with the Vulture, Scorpion saves Curt from getting squashed since the doc could be useful later.
- Screw This, I'm Outta Here: Seeing the Vulture transform into Man-Spider, Norman beats his feet in the opposite direction.
- This Cannot Be!: Norman over the Vulture being Toomes.
- Transferred Transformation: The Vulture, after he steals Spider-Man's youth, ends up the disease that causes Spider-Man to turn into the Man-Spider. He then asks Curt Connors for help, but Connors double-crosses the Vulture, modifying his equipment to return Spider-Man's youth to him, but not the rogue gene responsible for the Man-Spider transformation
- Villain Ball: Vulture has Curt work on the talons to transfer the disease back into Spider-Man. It never once occurs to Vulture that the guy who fully admitted to treating Spider-Man's condition would do some sly tinkering to help him out in the end.
- Villain Has a Point: Scorpion is absolutely right that being the result of a Stillwell experiment means Stillwell has a responsibility to cure him.
- Villain Team-Up: Vulture cuts a deal with Scorpion, offering him access to the lab's resources for a cure in exchange for subduing Spider-Man when he arrives.
