The Drew Laboratories are infiltrated by a bionic midget(!), who attempts to steal Dr. Alexander Drew's secret research journal. Spider-Woman shows up and stops him getting away with the book. Unbeknownst to her however, the bionic midget took photographs of the notes within the book using his bionic eye. He takes the pictures to his boss, Dr. Hagell, who then plans to steal genetically cloned flies from the Government Research Foundation. After his midget assistant obtains the flies for him, Hagell experiments on himself and becomes a giant human fly. With his newfound abilities he decides to take revenge on his former colleagues for holding back his research. Spider-Woman does battle with the Fly back at her father's lab, but is unable to stop him getting away. After observing Spider-Woman's powers, the Fly reads Dr. Drew's journal and discovering that Drew's daughter Jessica was bitten by a dangerous cloned spider, he figures out that Jessica is Spider-Woman. He confronts Spider-Wom
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