As Peter Parker and Harry Osborn try out for the football team, Spider-Man must face convict Flint Marko, newly transformed into the Sandman in order to destroy Spider-Man.

Peter and Mary Jane are a hit at the Fall Formal. Meanwhile, the Green Goblin's attack on Fisk Industries requires Spider-Man's intervention.

As Christmas approaches, the Sinister Six reconstitutes with Sandman, Rhino, Vulture, Electro and new members Mysterio and Kraven.

Amazingly, Peter is invited to Flash Thompson's birthday bash. Meanwhile, Spider-Man has to party with Sandman, who's looking to make his big score.

After alien spores infect John Jameson -- increasing his size, strength and mass -- his dad persuades him to become a superhero to capture Spider-Man.