Picking up from the previous issue and covering Spider-Man in scads of biting rats, this issue expands the lens through which the Marvel Universe is viewed during “Fear Itself.” With panic completely unleashed in the bustling city of New York, Chris Yost weaves a web of multiple stories that cross into Spider-Man’s life. Not only do we get to see how ragged your friendly neighborhood wall-crawler becomes as he tries to help curb the hysteria in the Big Apple, but we see a great deal of how Spidey gets so worn down.

One of those stories is that of Vermin, the long-time Spider-Man foe who absolutely fears Spidey like no other, and rightfully so, given what Vermin has seen and suffered during “Kraven’s Last Hunt” and stories since. Reacting out of his own terror, Vermin lashes out and attacks Spidey, crossing webs with another life in the process.

Mike McKone understands how Spider-Man should move. Ol’ Webhead all but dances through this book, contorting into movements that would make breakdancers envious, balancing on his fingertips and twisting through the sky as he slings from one web to the next. McKone’s art is splendid and wants to tell the story all by itself, celebrating Spider-Man, comics, and the creators that have contributed to both. This results in some beautiful pages that appear spoiled by the dialog boxes that can’t find dead space to exist in. Rather than working together, because of the immense detail and depth in McKone’s art, story and art struggle against one another through much of this issue.

Not to continue to kick the art on this one, because truly, it is beautiful art, but McKone’s drawing of Vermin is less rat-like and more Werewolf by Night Junior-like. He doesn’t come across as overly scary, which, when coupled with Williams’ dialog of “You hear about people being attacked by a wild animal and you think, ‘It’s just a dog or whatever, what’s the big deal?'”, provides more of an ironic moment than originally intended, I’m sure.

The Spider-Man we leave at the end of this book is tired and worn thin, but given what the final page puts on us (as well as what was outright revealed to happen at the conclusion of “Fear Itself” #3) the final issue of this “Fear Itself” trilogy tie-in promises to be a doozy. I just hope it delivers.