During a class field trip, Peter Parker is bitten by a genetically altered spider, granting him the powers and abilities of a spider. After failing to use those powers to stop a criminal, his beloved Uncle Ben is killed by the same man. Peter learns that with great power comes great responsibility, and decides to use his powers to fight crime as New York's newest hero, Spider-Man!

Life is great for Peter Parker; he's Dr. Connors' assistant, he's on top of his economic problems, and the city loves Spidey. After helping Connors create a limb-replacement serum, Peter notices his mentor acting strangely. On top of that, some creep named the Shocker is committing robberies all over the city. Can Peter stop the Shocker and help his friend before it's too late?