Peter's friend Max thinks he's finally getting accepted into a fraternity. But when it turns out to be a joke, Max is embarrassed, and runs off getting electrocuted turning him into Electro. Now he wants revenge.
3 former KGB agents have a bunch of people hostage. They only want Spider-Man. The only problem is Peter is one of the hostages. He must figure a way to turn into Spider-Man without blowing his cover.
Spider-Man faces off against Turbo Jet, who steals from the rich and gives to the poor. Things get worse when the public starts to view Turbo Jet as the hero and Spider-Man the villain.
When Peters new lab partner Christina, tries to read his mind with her invention, it damages her brain, causing her to be obsessed with Spider-Man. She will do anything to be with Spider-Man. Nothing will get in her way, not even M.J.
Dr. Connors experiments his reptile serum on himself turning him into The Lizard. Spider-Man must now try to stop his professor from going after Harry, blaming OSCORP for losing his arm.
Flash Thompson gets tested by Dr. Zellner that will boost his IQ. However, this is a horrible side effect. Trying to find an antidote, they experiment on Peter, who already has a high IQ.
Electro returns with the aim of trying to zap Sally to make her the same as him so they can be together. Can Spider-Man reach Sally before her life is changed forever?
Spider-Man is hypnotized by the mental powers of the Gaines Twins. After Spidey is tricked into harming Indy he throws away his suit and contemplates his future.
