Peter Parker, suffering from blood-loss after his battle with Morbius, and Mary Jane take the subway home.
On the Empire State University campus, Morbius, once again having killed an innocent to sate his thirst, resolves to get the aid of ESU biologist Dr. Andrea Janson.
Late that night, troubled by a nightmare, Peter, as a still-weakened Spider-Man, leaves to hunt Morbius, not seeing that MJ decides to follow. Meanwhile, Betty Brant, having received medical attention for a minor injury, declines Flash Thompson's offer of a ride home.
Later, Morbius finds Dr. Janson, shaken by their encounter that evening, in her lab. Despite difficulties with his web-swinging, Spider-Man finds the two in the lab, and confronts the vampire.
Outside, having just arrived by taxi, MJ is approached by a trio of Friends of Humanity toughs wielding baseball bats. They warn her of killer mutants in the area, and as she dismisses them with open disdain, Spider-Man and Morbius burst out of the lab window above. The two struggle, then are set upon by the FoH thugs who assume they are "mutie freaks".
Morbius turns his attention to the trio, and sinks his fangs into the neck of one while the other two flee. MJ tries to appeal to whatever humanity still lingers within Morbius just as Dr. Janson arrives. She offers the vampire a packet of a blood sample and her aid. He agrees and they depart, while Spider-Man and MJ take the injured tough to the hospital.