Attempting to cure both his own physical mutation and that of Spider-Man's, Dr. Curt Connors accidentally causes the two to begin to mutate even further. Throwing both of their DNA make-ups into a downward spiral, Connors mutates into the Lizard, while Spider-Man regresses into an arachnid-like creature. Both more beast than man, Spider-Man and the Lizard go on an uncontrollable rampage, bring the attention of the news as well as two very different types of warriors - - the Punisher and Kraven the Hunter!