Synopsis: The first scene is a woman at a police station claiming ownership over the baby (Lil' Osborn) Spider-Man has. The cops calm her down and mention that a dozen women have been in trying to claim the baby.
Now we shift over to Spider-Man trying to hold off Vulture 2 until Freak tackles the Vulture. Freak then claims that neither the Vulture or the Rhino will stop him from getting the baby. After Spider-Man gets away, he tries to ask a mother for some diapers but she runs away. Spidey notices a police baracade and overhears the police talking about the Rhino being in the area. Spider-Man says that he can't feel any hoofbeets or sees any rattling windows. Spidey wonders where the Rhino is and he suddenly notice the Rhino jumping from a helicopter.
Meanwhile Tombstone is trying to get information from Carlie about the current location of Menace. Cops and firemen show up and attack but Tombstone grabs Shocker from the rubble and runs. Carlie is then asked where Spider-Man and/or Menace are but she tells them she has no idea. After a few minutes a fireman says the building is clear and Carlie leaves. Carlie thinks to herself about how Peter just left without helping her, Harry or M.J. when Doc Oct attacked.
Back at his base, Doc Oct reveals to a figure in the shadows that he put an "Octo-Tracer" on Spider-Man. Oct then tells his mysterious friend to go and "end this, swiftly and in our favor".
M.J. and Harry have hidden Lily (a.k.a. Menace) in the panic room of M.J.'s producer. Harry tells M.J. to stay while he leaves to work on his plan.
Now back to the plot, Spider-Man is trying to avoid the Rhino's stampede. Then Rhino reveals he's not trying to get the baby but finally crush Spider-Man. Spidey then gets Rhino to stop and explains to him that Rhino's deceased wife would not like him tackling Spider-Man while he's trying to protect a baby. Spidey tells the Rhino after this whole situation is over they can meet up again and duke it out. Rhino leaves and wishes Spider-Man good luck for their next confrontation.
Spider-Man finally gets to Avengers Mansion when he notices a Goblin baby on his back which then goes into a frenzy. Spidey crashes into the gate and notices none of the Mansion's defenses are activated which means only one thing, Mysterio. Spider-Man is able to knock out Mysterio with one punch, but his victory is short lived as Vulture 2 and Freak close on to his location.
As Spider-Man is running, Harry Osborn calls out to him. Harry talks to Spider-Man and asks for the baby since the baby is still Harry's brother. Spidey hands over the baby and makes a decoy out of garbage. Spider-Man is able to take down Freak and Vulture 2 thanks to a little fit of rage over the mess of his civilian life. Spidey then notices Harry still standing in the same spot and Harry tells him that the baby didn't make it. This pushes Spider-Man past his limit and decides to take the fight to Doc Oct so he can pay.
After Spidey leaves, its revealed Harry is none other than the Chameleon.
Good: The first good thing I liked was that Doc Oct finally learned from his past experiences and built his own "spider-tracers". Its always good when a villain learns from his failures because that challenges the hero and it helps writers tell better stories.
Plus its good to see Spider-Man finally release some of that anger he's had since Peter Parker was fired and his roomate got bitchier (example selling his clothes to pay for rent without Peter's permission).
The twist ending with the Chameleon was a great cliffhanger. Its also one of those moments where you ask yourself "how long has he been impersonating Harry?" Plus we don't know whether the Chameleon is gonna deliver the baby to Doc Oct, or sell him to the highest bidder, or if Chameleon is working for Norman Osborn.
Bad: I have no complaints about this issue.
Overall: Once again Amazing Spider-Man delivers a story arc that has its ups and downs. The first part was an awesome starting point but the second part felt a little dull for me. This issue had a decent amount of action and a twist ending that makes me ponder that this could be one hell of a Spider-Man story arc since Grim Hunt.
