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Spider-Man is about to bust some criminals trying to rob a jewelry store. The crooks decide to call the police themselves and blame Spider-Man for attacking them for no reason. Spidey has no choice but to leave. The city's view of Spider-Man has gone down due to the editorials from J. Jonah Jameson. Spider-Man decides to pay Jameson a visit but he's not in his office. Spidey decides to leave a present for him on his chair.
As Spider-Man leaves the Bugle, he spots the wanted criminal, Sandman. He tries to apprehend him but can't get a hold of him. Spider-Man ends up losing his mask in battle and has to leave so no one can see his face. Sandman thinks he's a chicken for running and then breaks into a bank.
Peter sits in his room trying to fix his ripped mask when he hears a news bulletin about Sandman. He hears how he escaped from prison and was hiding out on a beach near an atomic research center. An explosion resulted in the molecules of his body being merged with the sand from the beach. He wants to catch him after hearing that he robbed the bank. He goes to talk to Jameson trying to get more money so he can improve his webbing but Jameson is in a fowl mood. This is because his pants were stuck to his chair because of Spider-Man.
Peter is supposed to have a date with Liz Allan but he breaks it off because all he can think of is capturing the Sandman. The Sandman, still running from the police, ends up hiding out at Midtown High. He decides that he wants his high school diploma and demands one from the principal. The principal refuses saying it has to be earned. Peter takes this moment to change into Spider-Man. They begin fighting in the school as the students are evacuated to safety. Spider-Man ends up capturing Sandman by using a giant industrial vacuum cleaner.
Jameson's arrives at Midtown just as Spider-Man hands over the vacuum to the police. Jameson refuses to give Spider-Man any credit saying the police could have easily captured Sandman without his help. Now that he can forget about Sandman, Peter tries to get his date back with Liz. She is ticked off that he broke it off in the first place and gives him the cold shoulder. Peter wonders with all the grief he gets at school and from Jameson if it's all worth it.