In an abandoned warehouse, Shocker fights against two armored foes. This is all just a training exercise however, as the Tinkerer has provided Montana's teammates on the Enforcers with their own Powered Armor. Fancy Dan is now the super-fast Ricochet, and Ox is...still Ox. The test is a success, as Tombstone is impressed with how effective the suits are.
On the other hand, Tombstone is not impressed with Hammerhead. Since he failed to get the Rhino specs, and take control of the oil tanker, Tombstone has decided to leave his right-hand man out of the loop.
Spider-Man arrives at Midtown High, and just barely avoids being discovered by Hobie Brown...at the cost of falling into garbage. Smelling less than sweet, Peter is sitting by himself for Captain Stacy's seminar. Stacy reveals that the students will be paired up and go on a police ride-along. The pairing is from names out of a hat, so Flash is upset when he gets paired with Harry Osborn, and Hobie is paired with Sha Shan. Liz and Gwen are paired up, as are Mary Jane and Mark Allan, leaving Peter with Sally Avril.
Peter bemoans this turn of events while web slinging, and notices a hole in the roof of the Metro Bank. Investigating, he finds the New Enforcers hard at work breaking into the vault. They make short work of the web-head and escape with several bags.
Norman Osborn meets with Hammerhead, who wants more super-villains for the Big Man. Osborn agrees, telling Hammerhead that he has a new scientist who's a perfect match for the job, saying that he has qualities that are befitting of a leader, and speculating that the Big Man and Hammerhead have those qualities as well.
Peter shows up late for the ride-along, invoking more of Sally's wrath. Mary Jane and Mark hit it off, but back with Peter, things are not going smoothly. Sally blames Peter for upsetting Midtown's social order by dating Liz while they observe the police looking through the aftermath of Spider-Man's fight with the New Enforcers. The police find that a hole to the adjacent dry cleaner's was covered up, meaning that the bank is just a cover-up. As it turns out, the New Enforcer's real target was a set of Federal Reserve uniforms, which they use to get inside by pretending to be bringing in a shipment of gold bars. Montana disables the elevator kill switch, and they don their equipment.
Captain Stacy gets word of what was stolen, while Harry confronts Flash. Harry is frustrated that Flash has been giving him the cold shoulder, which Flash reveals is because Harry left, leaving Hobie to take his place on the team. If Harry had been at the championship, Flash figures, he wouldn't have busted his knee. Harry reveals his Globulin Green addiction, to Flash's fury as the games Harry played would be disqualified if anybody found out.
The New Enforcers fight their way past security and descend the elevator. Outside, Captain Stacy tells Sally and Peter that they'll be safe in the police's mobile command center, but Peter convinces the captain to let him snap some pictures from behind a van. The Enforcers enter the gold vaults, and Shocker blasts the elevator shaft to stop anybody from coming after them. While he then sets about blasting open an escape route, Ox and Ricochet begin preparing to move the gold.
Spider-Man arrives on the scene and lets Captain Stacy know that Shocker and his gang are behind the ongoing robbery, and forces the elevator doors open. Unfortunately for Spidey, the Enforcers see him coming courtesy of a re-routed security feed. Ricochet is launched up the elevator shaft by Ox and Shocker, and bats Spider-Man around. Spider-Man manages to shake him off though and parachutes down the rest of the way with his webbing.
Ricochet manages to get a sneak attack in however, alerting Shocker to Spider-Man's presence. While Ox loads up the waiting subway car that's serving as their getaway, Shocker and Ricochet keep Spider-Man busy. They bury him under a pile of gold bars, and Shocker decides that it's too risky to stick around, not wanting to lose the Big Man's take of the gold.
Spider-Man follows the subway car, and keeps fighting the Enforcers, until he's beaten senseless. This is just a ploy, as Spider-Man manages to catch them by surprise and tosses the cart of gold out the front window, causing the car to tip over. The Enforcers manage to get away unscratched, and with a few of the bars.
Topside, Sally complains about having to wait, before the van is ambushed by Shocker. Shocker gets cover for Ox and Ricochet, but quickly gets into another fight with Spider-Man. In the fight, the van where Peter kept his camera is blown up, leaving Sally to believe Pete has been killed. Shocker is about to finish off Spider-Man before his gauntlets malfunction. Deciding to take care of the bug some other time, Shocker jumps onto another getaway car with the other Enforcers...only for it to run over a spike trap (set by Hammerhead's driver no less), leaving them in the hands of the police.
Sally is convinced that Peter was blown to bits after no body is found, but Peter shows up, claiming he went to the bathroom. This infuriates Sally because she was so worried. At Midtown, Principle Davis removes the championship trophy, as it is now under review. While the football team blames Harry, Flash comes forward as the one who spilled about Harry juicing. While this alienates Flash's friends for the time being, it catches Sha Shan's attention.
Harry is worse off though, as he opens up a stash of Globulin Green in his bedroom.
This episode contains examples of the following tropes:
- Boring Yet Practical: Shocker and his team fight Spidey to a stalemate, but are brought down by a perfectly conventional spike trap and the police armed with guns.
- Both Sides Have a Point: Tombstone and Hammerhead both make valid points when the latter confronts the former for going to the enforcers for help. Hammerhead is correct to call his boss for leaving him out from being told important information and spending money on something they can get for free, especially since he is second in command of Tombstone’s organization. However, Tombstone is right about how he needs help during the gang war, and for losing faith in Hammerhead for his repeated failures.
- The Chessmaster: Osborn is pretty clearly manipulating Hammerhead into turning against Tombstone, setting up his seizure of power as the Green Goblin.
- The Commissioner Gordon: Captain Stacy is this for Spider-Man the entire episode. As shown after the Venom situation, he's learned that Peter Parker is Spider-Man. He spends the entire episode defending Spider-Man while secretly teaching him police procedure and helping him with the Enforcers. He also helps Peter come up with on-the-fly excuses for why he was late or missing.
- Continuity Nod: Tombstone leaves Hammerhead out of the loop because of the oil tanker fiasco and the failure to get the Rhino specs.
- Dumb Muscle: Ox, which is why he doesn't need a code name like his partners.
- Everyone Has Standards:
- Sally may not like Peter, but that doesn't mean she wants him to die.
- Flash may be a jerk, but he believes in fair play when it comes to sports. When Harry reveals about playing "juiced" during the football season, before he left for Europe to rehabilitate, Flash warns that this news will strip the school of their football championship title. Flash decides to pass the news himself to the higher-ups despite Harry confiding with him.
- Foreshadowing:
- Norman's talk of a new scientist on his payroll, later revealed to be Miles Warren, is clearly meant to set up the Clone Saga or something similar.
- Hammerhead having the Enforcers arrested and effectively betraying Tombstone sets up his actions in the next episode.
- Hidden Depths: Flash being more concerned with fair play than winning.
- Hoist by His Own Petard:
- Tombstone's efforts to create super-villains to distract Spider-Man, while certainly successful in that regard, ultimately led to the rise of a new faction in the criminal underworld now competing against his own organization.
- Tombstone's increasing lack of trust in his right-hand man causes Hammerhead's previously-blind loyalty to begin wavering, the consequences of which will come to a head in the next episode.
- Leaning on the Fourth Wall: Ox hums the theme to the show in the elevator, admitting "it's catchy."
- Made of Iron: Even with his superpowers, Spidey should not have been able to simply walk off being buried under gold bricks. Of course, seconds later he's fine.
- Mob War: Tombstone wants to build a war chest for the coming fight with Silvermane and Doc Ock.
- Muggles Do It Better: Implied with Shocker's team immediately surrendering when they find themselves surrounded by armed police, their technology-based superpowers not being enough to stop them from getting fatally shot.
- Mythology Gag: Sgt. Stan Carter's opinion that Spider-Man hasn't gone far enough is a nod to his comic counterpart's identity of Sin-Eater.
- No Good Deed Goes Unpunished: For Harry and Flash. Harry is honest with Flash about leaving for Europe because he was hooked on steroids (aka Globulin Green). Flash, despite not wanting to, tells the coach. This results in the Mustangs losing their championship title and the entire team turning on Harry and Flash (although Flash's integrity finally gets Sha Shan's attention).
- Old Shame: While web-slinging, Spidey admits to embarrassment over once having a crush on Sally, of all people.
- O.O.C. Is Serious Business:
- Concerned about the looming three-way gang war - and disappointed enough in his right-hand man's recent string of failures - Tombstone goes directly to the Enforcers and arranges their upgrades personally rather than via a deniable intermediary (i.e. Hammerhead).
- Sally is genuinely sad when it seems Peter was killed in the explosion, and hugs him when it turns out he's alive.
- Pet the Dog: Sha Shan praises Flash for doing the right thing in telling the truth about Harry taking steroids when he was playing for the football team, as he wants to earn actually earn the championship.
- Secret Secret-Keeper: Could Captain Stacy be more obvious? He says that he suspects Peter left his camera running to snap some photos while away, in a very knowing tone.
- Single Woman Seeks Good Man: Sha Shan finally begins to reciprocate Flash's feelings when he admits that it was him who came forward to the school board that the Midtown football team won the championship because of Harry's steroids.
- Shout-Out: Sally refers Peter as “Stinky Pete” when she learns that she’ll be partnered up with him.
- Villain Has a Point: A twofold example
- After learning his boss has called in the Enforcers for help, Hammerhead calls out Tombstone for not telling him it and spending money on something they can get for free. Hammerhead also makes a good point that with the supervillains around Spider-Man is distracted form interfering with their business when Tombstone calls him for failing to do that.
- Tombstone, when confronted by Hammerhead for going to the Enforcers, is about with the gang war with Doctor Octopus and Silvermane he needs all the help he can get, and to call Hammerhead out for his repeated failures, such as the oil, tanker fiasco, and failing to get the Rhino specs.
- What the Hell, Hero?: Flash is pissed to learn Harry was using performance-enhancing drugs during his tenure on the football team.
