30 years ago, an explosion in space sends a meteor fragment hurling toward the mid American town of Smithville PA. An unsuspecting banker named Fred Hopkins comes into contact with the meteor and it gives him superhuman powers. He becomes a costumed crime fighter that goes by the name of the Smithville Thunderbolt.
Meanwhile, in present day Manhattan at the offices of the Daily Bugle, Peter Parker is trying to sell some Spider-Man pictures to Joe "Robbie" Robertson, but Robbie isn't interested. Instead, he sends Peter off to Smithville to see if he can snap some pictures of the mysterious local superhero.
Pete no longer arrives on the scene than he's witness to a burning building and children being saved by the local guy. Pete changes into his Spidey costume and decides to help out, but he's attacked by another mysterious character with super strength who is apparently after the Smithville Thunderbolt.
Peter throws a Spider tracer onto the Smithville Thunderbolt so he can pick up his trail later, and he changes back to his civilian clothes. A local busy body reporter named Roxanne De Winter stumbles onto Peter and gives him the business about trying to move in on her story, but as soon as she finds out he's from the Bugle in New York City, she takes him to lunch and tries to team up with him in hopes of being discovered. Petere isn't interested, and politely excuses himself.
It's not long before he changes back to his costume, hot on the trail of his Spider tracer and the Smithville Thunderbolt. at a small house in the 'burbs. Spider-Man finds an older man, and quickly discovers the costume of the Smithville Thunderbolt in the closet. Fred Hopkins breaks down and tells Spider-Man his story of how his powers cam to be, and how they faded recently, so he was rigging "disasters" that he could be the hero of, because he couldn't let the hero part of his life die.
As Spidey listens to the story from Fred, who is by this time in his costume, Spidey's spider sense starts tingling, and he hears a board creek. He shoot webbing at the door and yanks it open, only to find that Roxy, who followed him there, on the other side snapping a picture. As Spidey tries to get the camera from Roxy, his Spider sense is still going crazy, and he realizes Roxy wasn't the danger, as the mysterious figure who attacked him earlier break through the wall of the house claiming that he's the Smithville Thunderbolt, and he's come to kill them.