Spider-Man faces off against Doctor Octopus on the lawn of the Parker house! With Aunt May caught in the crossfire, ol' Webhead will have to think fast if he wants to save her!

At the start of this issue, Doctor Octopus moves in to Aunt May's house so that it will provide him with a good hideout. It goes well until Peter Parker comes over to visit Aunt May and recognizes Doc Ock. Peter changes to Spider-Man and tries to lure Ock outside, but Ock sendts out some of his men to defeat Spider-Man. Unfortunately he underestimates Spidey and his men are defeated. A crowd starts to gather, among them Aunt May. Peter realizes that he can go attack Doc Ock because Aunt May won't be in any danger. He starts a small fight with Ock but then Aunt May enters the room and thinks that Spider-Man is breaking in and that Doc Ock is protecting the house. Doc Ock makes his escape by breaking through a wall of the house. Aunt May faints and Peter can't chase Doc Ock since he has to look after Aunt May.