Against his wishes, the Kingpin transforms Alistair Smythe into a half-cyborg, half-mutant creature to become the Ultimate Spider Slayer. Bitter about the betrayal, Smythe turns on his former boss and goes on a vendetta to destroy all the people responsible for his father's death.

''Rhino'': The walloping Rhino sets his sights on some gold bouillon, trashing submarines, trains, and armored cars! Will Spider-Man be able to put a stop to the unstoppable? Or will he be left in the wreckage of the Rhino's wake? ''The Madness of Mysterio'': Mysterio returns to hit Spider-Man with some special effects that shrink him down to size. How will the six-inch tall Webhead make it through Mysterio's funhouse of gigantic proportions?

"Specialists and Slaves'": The Radiation Specialist is out of prison with a dastardly new plan to take over Manhattan! By luring Spider-Man out of the city with a runaway car, the Specialist uses Manhattan's only active Nuclear Reactor to take over the city, causing it to rise out of the Hudson River into the sky and turn New Yorkers into his Spider-Man hunting slaves!

Peter believes his luck is changing for the better when Richard Fisk, son of Wilson Fisk, hires him for a job. Things turn out to be too good to be true when Fisk frames Peter for a federal crime. Enter Peter's lawyer Matt Murdoch, also known as the vigilante Daredevil!

"Rollarama": While snooping around Professor Carl Von Lutz's abandoned house, Peter Parker and Sue unwittingly unleash a Giant Expanding Roller Ball that threatens the free world! Spider-Man wanders into the world of the plant-like humanoids known as The Vegio to find the device that can shrink the ball back down to size. Can Spider-Man "plant one on 'em" in time to stop the Rolling Ball of Destruction from colliding with a missile silo?

"Down to Earth": Peter Parker is sent out by the Bugle to take photos of the giant meteor that recently crashed. He soon finds himself tied up as Green Men creep out of the South Pole caves to sacrifice the meteor to their Geyser God! Can Spider-Man make it through the cave creatures and man-sized Venus Fly-traps to prevent the Green Men from sacrificing the meteor and plunging Earth into Intergalactic Terror?

A group of thieves called the Rocket Raiders are perpetrating robberies across Manhattan. Meanwhile, one of Peter's students, Robert, gets in trouble with the law when some thugs ransack his mother's store. Fed up with the lack of safety, Robert becomes a vigilante known as the Rocket Racer and sets off to take on the Rocket Raiders.

The Venom symbiote returns to Earth and reunites with Eddie Brock. He is ordered by Dormammu to steal a machine from Stark Enterprises capable of releasing Dormammu from his dimension. When Venom battles Spider-Man and War Machine, he is easily defeated. He soon gets help from Cletus Kasady, who has bonded with another symbiote to turn into...Carnage!

While developing a new gas for the Kingpin to use as a weapon, a mistake triggers an explosion and Norman Osborn disappears in the chaos. A new villain, The Green Goblin appears and kidnaps all of Osborn's enemies. As Spider-Man investigates the origin of this new villain, the evidence begins to point to only one person...Harry Osborn!

''Up From Nowhere'': Dr. Atlantean, the Gilled Menace of the Seven Seas strikes Manhattan, displaying his "Sweet Tune of Destruction" by submerging Manhattan and causing earthquakes. Can Spider-Man spoil the plans of the deranged scientist bent on conquering the surface world or will he find himself walking the plank?

Baron Mordo and Dormammu help Eddie Brock's cell-mate, Cletus Kasady, become the merciless villain known as Carnage. Dormammu uses Carnage to get himself into this world and the three set off to create chaos. Faced with more enemies than he can handle, Spider-Man turns to an old ally: Iron Man!

"Knight Must Fall": King Arthur the play is in town and one of the Knights of the Round Table is at large! Can Spider-Man save his job at the Daily Bugle, and defeat Sir Galahad before he steals King Arthur's sword? Find out! "The Devious Dr. Dumpty": The Dastardly Man of Science Dr. Dumpty goes on a gas filled crime spree! Stealing a million dollars in jewels from starlet Rachelle Wells, the Mad Doctor attempts to steal a golden mask from Africa, but will Peter Parker's science know-how overcome the Doctor's?

During Doctor Octopus' attack, Spider-Man loses his memory. Realizing the opportunity at hand, Doctor Octopus convinces Spider-Man to become his partner in crime. Luckily for Spidey, Tyana and a cabbie named Mousie witness the incident and hatch a plan to save their favorite super hero!

Ex-employee of Stark Industries, Dr. Jonathan Ohn, invents a portable interdimensional device that accidentally makes him a living embodiment of a portal. Calling himself the Spot, he tries to steal money to fund his research and his unstable invention creates a vortex that threaten to engulf New York.

"Super Swami": While napping after a long night on patrol, Spider-Man wakes up to an unprecedented illusion! A floating Eye, firing beams of fire, causes blizzards in the heat of summer and bridges and tunnels to disappear, all caused by Coga the Great Super Swami of Storms! How will our favorite Wall-Crawler escape the Swami's Snow Globe of Doom to save Manhattan? "The Birth of Micro Man": Peter Parker unwillingly helps the fugitive Micro Man get away from prison. Realizing his mistake, will Spider-Man be able to survive his shrink ray to put an end to the Kingdom Come Machine?

Peter is on the brink of giving up the Spider-Man costume when he meets a mystic figure named Madame Web and his biggest fan, a little girl called Tyana. Meanwhile, Doctor Octopus returns and attacks Spider-Man with his new Octobot.

The Green Goblin and the Hobgoblin clash over Dr. Ohn's Time Dilation Accelerator. Meanwhile, Peter and Mary Jane are celebrating Felicia Hardy's engagement to Jason Macendale when it is revealed that Macendale is in fact the Hobgoblin!

"The Vanishing Doctor Vespasian:" A mad genius, Doctor Vespasian, discovers a breakthrough chemical that allows him to become invisible. Using his new power of invisibility, Doctor Vespasian goes on a bank robbing spree. Fed up with the unending string of robberies, the city asks Spider-Man for help.

Peter's search for Mary Jane leads him to an evil cult led by a man called Baron Mordo, who wants to release his master, Dormammu, from another dimension. Spider-Man teams up with Doctor Strange and his sidekick Wong to rescue Mary Jane and take back the Wand of Watoomb from Baron Mordo.

With the Time Dilation Accelerator, the Green Goblin trails Spider-Man and discovers his secret identity. Insane and equipped with the newly found information, The Green Goblin kidnaps Mary Jane Watson and takes her to the George Washington Bridge. Spider-Man races to save Mary Jane, but will it be too late?

"Sky Harbor:" A disgruntled and delusional Baron from WWII has emerged from his mountain stronghold and takes a jet liner hostage demanding rule for the sky. The United Nations meet to discuss the Baron's demands and seek help from Spider-Man. "The Big Brainwasher:" The Kingpin and his goons create a mind-control machine and use it to manipulate powerful city officials. Spider-Man discovers the plan and leaps into action to stop the Kingpin.