|Walk through Miles and Phin's past|
|Beat Phin at the rocket launch mini-game|
This is the last chance players have to upgrade their suit and abilities until the end of the story.
Miles learns that the final piece to Phin's weapons is a science project they created. He learns that this is the same project that helped them win the science fair back in middle school. He goes to the museum to retrieve it but is stopped by his uncle Aaron Davis, who reveals himself to be the Prowler.
Once Miles defeats his uncle, he heads to the museum where it is swarming with The Tinkerer's thugs. The player has a choice to either face them head on or pick them off silently. After the thugs are dealt with, Miles reconnects the electrical sources in order to open the door to the museum. A flashback occurs to when Phin and Miles were exploring the museum to see their project. Find the shapeshifting exhibit and take one of them and a light in order to open the door leading to the elevator to the top exhibit. After the flashback, Miles has to deal with more of Phin's thugs. Once he defeats them, he returns to Harlem to stop the Underground and Roxxon from fighting.