Miles unmasks himself, causing Aaron to realize he has been hunting his own nephew. Miles flees May's house during the battle but is captured by Prowler, who prepares to kill him.
Miles returns to May's house, where Peni has completed the drive however, he is followed by Fisk, Prowler, Octavius, Scorpion and Tombstone, leading to a brawl.
The Spider-People attempt to teach Miles how to control his powers, but Miles becomes overwhelmed and retreats to Aaron's home, where he discovers that Aaron is Prowler. Miles offers to disable the accelerator to send the other Spider-People home. Gwen leads Peter and Miles to May Parker, who is sheltering Spider-Man Noir, Spider-Ham, and Peni Parker and SP//dr, who also are deteriorating. Miles and Peter are then rescued by Gwen Stacy, another dimension-displaced heroine. While breaking into Kingpin's research facility, they are confronted by Fisk's chief scientist Olivia Octavius, who reveals that Peter will eventually deteriorate and die the longer he stays in their dimension. Peter has been brought into Miles's dimension by the accelerator and needs to return home, so he begrudgingly agrees to train Miles in exchange for help stealing data to create a new drive. Parker, an older and jaded version of Spider-Man from another dimension. At Spider-Man's grave, Miles meets Peter B. While attempting to master his new abilities, Miles inadvertently damages the USB drive. Miles then watches Fisk kill Spider-Man before fleeing.
Spider-Man gives Miles a USB drive to disable the accelerator and warns that the machine could destroy the city if turned on again. Spider-Man discovers that Miles has similar abilities, but is gravely wounded by an explosion during the battle which kills Green Goblin. Spider-Man arrives to disable the accelerator and fights Fisk's enforcers, Green Goblin and Prowler. Searching for the spider, Miles later returns to the station and unintentionally finds a particle accelerator built by Wilson Fisk, who wishes to access parallel universes and find alternative versions of his wife and son who died in a car crash. While there, Miles is bitten by a radioactive spider and develops spider-like abilities.
After school Miles secretly visits his uncle Aaron Davis, who brings Miles to a disused subway station where he can paint graffiti. His father, police officer Jefferson Davis, sees Spider-Man as a menace. Miles Morales is a teenager who admires Spider-Man, and struggles living up to the expectations of his parents.