Following their defeat in Superior Spider-Man #1, and the loss of their sixth member Living Brain, Fred Myers (Boomerang) finds himself in prison.

Myers needing his team to help repay his debt to Chameleon, tells Mach VII about the remaining four Sinister Six member's hidden base.

Things initially go well for the team despite heavy conflict, but Myers quickly splits off from his three remaining teammates and allows Sanders, Lincoln, and Overdrive to be captured by The Owl's forces.

With all of his former teammates dead, and him being the only one who knows about the painting, Myers believes he can become a major crime lord all by himself without having to split the money.

Lincoln then reveals to the shock of everyone that she is the daughter of the crime lord Tombstone and asked her father for rescue, to which he obliges.

Myers himself is also having a hard time, after lying to Mach VII about his whereabouts the day before, he is then visited by the Chameleon who tortures him until finding the painting of Doom shoddily hidden in haste.

Feeling at his lowest, Myers meets up with his new girlfriend at a bar and tells her that not only is he a super villain, but he also had just let the biggest score of his life slip though his fingers to Chameleon.

The Owl reveals that this Bullseye is only a robot constructed by Tinkerer, and that he knows that Myers stole the painting of Doom.

Myers is nowhere to be seen since the whole fiasco was just an elaborate plot to steal some of Chameleon's shape-shifting serum, so he can pretend to be the Mets' pitcher, who was about to break his strikeout record.

He calls his girlfriend to tell her to watch him on TV, but she turns out to actually be Black Cat, who stole the real Doom portrait hidden in his room.

The Superior Foes of Spider-Man garnered wide praise from both critics and fans, with a large fanbase amongst the comic community.