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Some months after the events of the film, Peter Parker and Gwen Stacy sneak into the restricted areas of Oscorp after hours, where Gwen reveals her suspicions that they may be continuing Curt Connors' cross-species experiments. In the process, they are caught by Alistair Smythe, the new director, who explains that some scientists were indeed secretly continuing Connors' cross-species experiments by injecting animals with human DNA; the cross-species carry a powerful virus and are currently being shipped to the bio-lab for disposal. At that moment, the cross-species all react to Peter's presence and escape, infecting all of the scientists, including Smythe and Gwen, in the process. Alistair unleashes his security robots, which are programmed to defend them from cross-species. However, they end up attacking Peter. Peter quickly dons his Spider-Man suit and gets the infected to quarantine, fighting off the robots in the process, but is unable to stop the cross-species from escaping into the city.
Spider-Man tries to fight off the cross-species in the city, but they all escape, and a giant security robot attacks him too, causing great damage to the city. Spider-Man goes to the Beloit Psychiatric Hospital, where Dr. Connors has been incarcerated since the Lizard's rampage, and informs him of the incident. Connors agrees to escape from the institution and help Spider-Man develop a cure for the outbreak on the grounds that he be returned to the asylum when the crisis is resolved. After breaking out Connors, Spider-Man returns to his apartment with Connors, where they immediately set up a laboratory to begin development of the antidote, which soon beccomes a race against time when it is discovered that Smythe is developing his own "cure" which involves nanobots destroying the host from the inside out. Along the way, Spider-Man hacks into police and Oscorp transmissions with his Spider-Tracers and forms an alliance with Whitney Chang, an investigative reporter who believes Oscorp's facelift operation is a scam.
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