Peter initially does so, which offends Gwen until she realizes his reasons. Unfortunately, Lizard has mortally wounded Captain Stacy beforehand, and Stacy makes Peter promise to keep Gwen safe by staying away from her before he dies from his wounds. Both of them fight together to delay the Lizard while Spider-Man modifies the machine to disperse the antidote instead, restoring the humanity of Connors and the infected officers, and allowing him to save Peter from a fatal fall from the tower. In the manhunt, Captain Stacy learns Spider-Man's real identity and allows him to go stop Connors while proceeding to the tower himself. The police mobilizes to stop both him and Spider-Man, but are delayed when the Lizard infects officers with small dosages of the chemical. Having learned Spider-Man's real identity, the Lizard attacks Peter at school and plans to unleash the drug all over Manhattan to mutate all humans into lizards using a cloud-generating device at Oscorp Tower, unaware that Gwen is there making an antidote for the condition at Peter's request.
Spider-Man confronts the Lizard in the sewers, barely escaping alive. Peter, now calling himself Spider-Man, saves each fallen car with the biocable "web" he fires from mechanical devices on his wrists. However, he mutates into a powerful man-lizard hybrid and chases Ratha at Williamsburgh Bridge, sending cars over the side.
Desperate, Conners tries the formula on himself, and after passing out and awakening finds his missing arm has regenerated. He takes a sample of the drug and plans to test it at a Veterans Administration hospital under the guise of flu shots. Ratha fires Connors for refusing to immediately start human trials of the new drug. Peter accepts Gwen's invitation to have dinner with her family and later admits being the masked vigilante to her. Later, he adds a Spandex suit for mobility and suddenly becomes a folk hero hunted by NYPD Capt. After attacking a man who fit the description, he is chased by a gang and falls inside an abandoned gym, a luchador wrestling poster inspires him to create a mask.
Peter uses his new abilities to hunt criminals matching the killer's description. Shortly afterward, using a police sketch of the killer. As Ben and the thief wrestle over a gun, Ben is killed before Peter's eyes and the murderer escapes. Ben sees the thief running and attempts to stop him. Peter attempts to buy a milk and falls two cents cents short and is refused service by the store clerk, The clerk is then robbed by a man peter refuses to apprehend. A distraught Peter storms off, and when Ben goes looking for him. When Peter returns home, Ben scolds him for having forgotten to pick up May, reminding him that his father believed that people should always make their responsibility their priority. Connors at Oscorp, and, ignoring a call from Ben sees the limb-regeneration formula work on a laboratory mouse. After learning more about his new powers, he meets Dr. In school, after besting Flash in a basketball match and inadvertedly destroying the hoop, Peter gets in trouble, forcing Uncle Ben to switch a work shift in order to meet with the principal he tells Peter to pick up May tonight for him. Ratha, to devise a cure for the dying Oscorp chief Norman Osborn. Connors is being pressured by his superior, Dr. Connors at his home and gives Connors his father's "decay rate algorithm", the missing piece in Connors' experiments on regenerating limbs. Parker introduces himself to the one-armed Dr. At home he discovers the spider that bit him which he stores away. On the subway ride home, awakening to bystanders on the subway, whom he scuffles with He discovers increased agility, strength, and spider like abilities. Faking his way into Oscorp as part of a new batch of interns, Peter sneaks into a lab where extremely strong "biocable" is being created from genetically-modified spiders, one of which bites him. At home, Peter finds Richard's hidden papers, and learns his father worked with fellow scientist Dr. Years later, a teenage Peter attends Midtown Science High School, where he's bullied by Flash Thompson and catches the eye of Gwen Stacy. Richard gathers up some hidden documents and Peter's parents take him to the home of his Aunt May and Uncle Ben then mysteriously depart.