Spider-Man pays a visit to the Ringmaster and his cronies giving them a warning and subtly placing a Spider-Tracer on the Ringmaster’s hat before leaving. Seeing their current trick no longer works, the gang decides to give Ringmaster the heave-ho and elect the Clown as their new leader. Meanwhile, Betty Brant invites Peter to join her at an art exhibit that J. Jonah Jameson is sponsoring.