At the start of this issue, Peter Parker is on a train when some of the passengers are unexpectedly mugged. Upon noticing what's happening, Peter starts attacking the thugs, whilst covering his face as best he can, but before long he realises that he can't use his powers without a chance of being recognised for who he is. Fortunately, the train goes into a tunnel, allowing Peter to freely attack them without a fear of being recognised.
Peter then returns home, determined to do some study, but upon arriving at his apartment, he's greeted by his friends, who announce that they're taking him out to a disco that night, and manage to force him into a tuxedo. After protesting a bit, Peter realises that he's never going to convince them that he doesn't want to go, and so the group leaves for the disco.
Meanwhile, a truck full of nuclear materials is stolen by the Maggia, with the consequences to affect Peter Parker in several issues....
At the disco, the main star of the night, the Hypno-Hustler, is found by the owner of the disco robbing his safe, The owner then starts to complain, telling the Hustler about how he took him in from the streets, and now the Hustler is repaying him by robbing him. However, the Hustler simply hypnotises the owner into forgetting about it, and knocks him out for good measure. The Hustler and his band, the Mercy Killers, then go out onto the stage, ready for their gig.
Upon the Hypno Hustler and his band playing, the crowd all go into a trance, with the exception of Peter Parker, although he's finding it hard to resist the music. Knowing that it has something to do with the Hypno-Hustler, Peter runs off and changes into his Spider-Man identity, and stuffs balled-up webbing into his ears to block out the Hustler's powers. Whilst he's doing this, the Hustler goes to rob the people, who are all in a trance and can't fight back.
Spider-Man arrives at this point, and starts fighting the Hustler, who isn't as easy to defeat as Spider-Man is. Fortunately, the Hustler's band, the Mercy Killers, are hypnotised to keep on singing, and so Spider-Man removes the Hustler's headphones, causing him to be hypnotised by his own singers, who in turn were hypnotised by the Hustler to keep singing earlier. Spider-Man then covers their mouths with webbing, as well as hanging the Hypno-Hustler from the ceiling with webbing, snapping everyone out of their trances.