Harry Osborn becomes the Green Goblin and heads for Osborn Chemical Company where he finds the entrance transformed into an ice cave and Hobgoblin waiting for him. As the whole city goes crazy, the two goblins fight. At ESU, Inferno's demonic energy starts turning Curt Connors into the Lizard.

At MJ's Cleopatra photo shoot, her bracelets turn into snakes and start attacking her. Spider-Man catches up with the goblins but Harry doesn't want his help. Meanwhile, MJ chops the jewelry up with a fire ax. Her film crew use tools to turn it into scrap. Harry downs Hobby by dumping his entire supply of pumpkin bombs on him. Hobgoblin tells him he's looking for the Goblin super-strength formula, and Harry replies that it has been destroyed. Hobgoblin escapes. Spidey tries to convince Harry to become a super hero but Harry is only interested in his family. Meanwhile, demons emerge all over the city while Connors turns into the Lizard.

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