Patrolling the streets, Spider-Man's spider-sense warns him that someone is nearby. Suddenly, a woman in a yellow cat costume attacks him, but he manages to evade. He is taken off guard by the fact that he is fighting a woman. As soon as he avoids a near-fatal fall, the woman asks the wall-crawler if she had proved herself and if they can talk. This woman, calling herself the Cat, explains to Spider-Man that she needs help in solving the murder of a Chicago politician. The Cat explains that the killer is a woman named Katrina Luisa van Horn, aka the Man-Killer, who has fled to New York City. She recounts how she witnessed the mayor of Chicago getting murdered from afar by someone who threw a sharp projectile at him. Tracking the killer, she was overpowered by the Man-Killer, due to her enhanced strength. Convinced that this threat needs to be dealt with, Spider-Man tells her that they have a job to do and the pair swings off.
Meanwhile, elsewhere in the city, the Man-Killer crashes in on a meeting between an all-female militia that paid for her training. Furious that they hired a man as a bodyguard, she attacks and easily trounces him. She begins reflecting back to the events that led to this. During the Winter Olympics, she accepted a challenge from fellow skiers Karl Lubbing to prove that women couldn't compete with a man. The two then hit the hills, and Lubbing immediately tried to cut Katrina off causing them both to ski off a cliff. Lubbing died, and although van Horn survived she was horribly scarred and crippled, ending her career. Finishing her recollection, Man-Killer tells her minions that they are going to strike at the male power base by attacking the Manhattan-Harlem Power Plant.
At that moment, Spider-Man and the Cat are traveling across the city, the Cat explains how she got her powers. As they arrive at the power plant, they are too late to stop Man-Killer from launching her attack. They witness as their foe arrives in an A.I.M. built battle vehicle and blasts the power plant wide open. The guards are no match for Man-Killer and her small army, but Spider-Man and the Cat arrive to lend a hand. The female militia is easily rounded up, but the Man-Killer manages to escape. They are told by the plant manager that Man-Killer has stolen a top-secret component that is highly radioactive. Spider-Man rushes off and manages to track down the Man-Killer. The two fight it out when the Cat arrives and explains to the Man-Killer that the device she stole for A.I.M. is going to an organization run by men. At first, Man-Killer refuses to believe it, after which she enters a catatonic state trying to process the idea of working for a group of men. With their foe defeated, Spider-Man and the Cat leave her for the authorities.