Story One- "Spawn of the Spider"
At the start of this issue, Spider-Man follows a speeding police car to City Hall, where he finds a demonstration going on. He's surprised to see Aunt May leading the demonstrations, and trying to stop the police who are trying to calm down the scene. Aunt May is arrested by the police, and so Spider-Man changes to Peter Parker and heads to the police station once the report about it goes over the news (as it would look suspicious if he appeared too soon after it happened). There he meets Anna May Watson and Mary Jane, and the three of them get Aunt May out of the police cell on bail, although it costs Peter practically all of his money.
J. Jonah Jameson refuses to give Peter an advance, so Peter accompanies Mary Jane to a movie she has a role in as an extra, called Spawn of the Spider. Peter watches her as the film starts shooting, which features a very spider-like man as the monster of the movie, complete with hair and six arms. As the movie shoots, the actor in the costume starts getting delirious from the costume, which he can't breathe properly in, and falls from the building he's standing on. He manages to grab hold of a fire escape, but is still dizzy. Peter Parker quickly changes to Spider-Man, and saves the man before he falls. The director of the movie, Barney Muller, thanks Spider-Man, but the designer of the costume used by the actor, a man called Klemmer, is annoyed that he's being blamed for badly designing the suit. Klemmer is then fired due to his incompetence, but the producer of the movie, Mr. DeLionatus disapproves of this, since they're over the movie's budget.
The director, however, plans to cast Spider-Man as the actor playing the monster, and Spider-Man agrees after finding out that they can pay him in cash. He then swings off and changes back to Peter Parker, then meets Mary Jane. The two then depart.
Meanwhile, three former criminals who were defeated by Spider-Man are meeting with a mysterious man, who are told that they have a chance to gain power. They are then directed to some crates, where they find three costumes that were formerly going to be the costumes for use in Spawn of the Spider, but were deemed too dangerous to use. Each of the criminals has a unique suit which enhances their skills. They are then told to go out and get revenge on Spider-Man as the Spider Squad.
The next day, Spider-Man is in a trailer, getting ready for that day's shoot, when the set is unexpectedly attacked by the Spider Squad. Spider-Man manages to score a few hits against two of them, but the most agile of the Spider Squad manages to grab him from behind, allowing another member to slash Spider-Man with his sword. Spider-Man manages to pull back enough so that it only grazes him, but he finds out shortly afterwards that it was drugged, and so he is much weaker than usual. Spider-Man tries following the group as they make their escape, but the drugs slow him down and they manage to escape. Spider-Man then tells the director and producer of the movie that he won't be able to shoot any scenes that day, which annoys the producer, since it will cost him more money.
After the poison has left his system, Spider-Man starts searching for the Spider Squad, starting with the hotel room of the special effects designer who created the costumes. He's successful in finding them, and they engage in battle until one of the members manages to use a form of webbing to slow down Spider-Man. The group manages to get out of the hotel, but Spider-Man manages to find the car they escape in and follows it to an abandoned farm. The three of them enter an old silo, and Spider-Man go into it from a ceiling entrance in order to ambush them. Unfortunately, as he descends down the wall, he stumbles into some more webbing, and becomes completely trapped in it.
The Squad then make their way to the webbing, as their suits are specially treated so that the webbing can't stick to them. Despite that the team has the advantage over Spider-Man, Spider-Man still manages use what little manoeuvrability he has to ward off their attacks whilst freeing himself from the webbing. Spider-Man then manages to take out the Spider Squad, but after he has defeated them he finds the man who designed their costumes, Klemmer, hidden in the hay. He then realises that they were just decoys to distract him, and that Klemmer was never behind it.
Outside the barn, the producer of Spawn of the Spider triggers some explosives which blow up the silo, planning to get rid of any chance for blackmail, as well as Spider-Man and getting an excuse to collect on the insurance money from the damage done by the Spider Squad. However, Spider-Man then appears on his car, and attacks him, revealing that he managed to get everyone out of the silo before it was blown up.
Peter Parker then finds out that the city decided to drop the charges against Aunt May, so he gets his bail money back, and so it doesn't matter that he never got money from Spawn of the Spider.
Story Two- "Chaos at the Coffee Bean!"
Peter Parker and Mary Jane are having a coffee at the Coffee Bean when a masked gunman comes in, shooting wildly and threatening the people there. Peter's mind then flashes back to half an hour ago, when the two of them went to the Coffee Bean, and saw the resident musician there. After talking to him for a bit, they went and sat down, and were just starting to talk when the gunman burst in.
Peter tries to get away from the gunman so that he can change to Spider-Man, but the gunman notices him and threatens to shot him. The guitarist at the Coffee Bean then throws his guitar at the gunman, giving Peter enough time to run off and change to Spider-Man. However, by the time he's done, the gunman has taken the musician as a hostage, and escaped. Spider-Man follows them and finds out that the whole thing was staged in order to increase the chances of the musician getting a record deal. Spider-Man then stops them, and returns to Mary Jane as Peter Parker. Unfortunately, she is annoyed with Peter for ditching her, and so leaves.
This story was the John Romita Jr.'s first story as a penciler.