May, 1964

Written In The White Heat of Inspiration By: STAN LEE

Drawn In A Wild Frenzy of Enthusiasm By: STEVE DITKO

Lettered In A Comfortable Room By: ARTIE SIMEK

Reviewed In A Dank Gloom By: STEVE CHUNG

(Originally Reviewed on 05/16/02)

The story has one of the most powerful super-villains of all time, a zoo filled with runaway animals, the usual cast of characters which includes Betty Brant, Aunt May, Flash Thompson, and Liz Allen, not to mention J. Jonah Jameson, and another hard hitting expose on The Amazing Spider-Man!

The previous issue had Dr. Octopus escaping capture, and the headline on the latest Daily Bugle has Spider-Man heading for the offices of the Bugle, where he peers into a window and sees the temp who replaced Betty Brant leaving in a huff over the unstable state of mind which belongs to J. Jonah Jameson. Fortunately for J. J. J., Betty Brant has returned and wants her old job back, and while they reacquaint themselves, Peter Parker arrives to greet Betty, only to be rebuffed by Jameson, who insists that The Bugle is not a social club, and not to come back until he has new photos to sell. Betty tells Peter to call her at home.

Doctor Octopus has made his way through the country, robbing armored cars, grappling with helicopters, and pulling even more daring robberies, these brazen acts are designed so that Spider-Man will come after him, and Doc Ock is certain that he is the stronger. Nevertheless, he makes plans to return to New York. At home, Aunt May feels Peter's forehead and knows that he's coming down with a cold, and he regrets that he doesn't have the funds to go after Doctor Octopus, plus he's got to cram for his exams, and he knows that Aunt May wouldn't let him go at all! The following day at school, Peter sees that Flash, Liz, and the other kids are excited about the editorials in The Daily Bugle, with Flash Thompson suggesting that Jameson should tackle Dr. Octopus himself, while Liz wonders who Spider-Man really is.

There is a photograph of a spider provided by the Bugle, in order to show how dangerous they are. When the kids ask Peter what he knows about the arachnids, he feigns disgust of the fuzzy creatures, while Flash chides him for being such a fraidy-cat. The school bell rings, and while Peter prepares for classes, Betty Brant has received a phone call, but the person on the other end doesn't answer! A metal appendage places the receiver on the phone, and Dr. Octopus knows that Betty has returned to The Daily Bugle, where he intends to use her to lure Spider-Man. Vaguely hearing the caller's voice, Betty hopes that it's not who she thinks it is, while Jameson tells her to work, and not to daydream. At the end of the workday, Peter stops by The Bugle, with Jameson wondering if he's shot any pictures, while Betty prepares to finish a letter, when Dr. Octopus enters through the window, and tells Peter that the girl has other plans in store for her!

Betty is seized in one of Dr. Octopus' tentacles, while Peter and Jameson are also seized to keep them from interfering. Knowing that he can't fight back in front of them for fear of revealing his true identity, he plans to play a waiting game. Dr. Octopus tells Jameson to place a note in the paper to have Spider-Man contact the publisher, and for him to come to Coney Island if he wants to save the girl. A photographer is to come and shoot pictures of Spider-Man being beaten, and naturally, Jameson decides to send Peter, who wonders how he's going to manage this feat? As he climbs up the wall with Betty, Dr. Octopus tells them no police interference... or else! Peter tells Betty not to worry, while Jameson readys an extra...

The special edition hits the stands, and Peter is to head for Coney Island, but he's starting to feel under the weather. Changing to Spider-Man, he enters the office and shines the Spider-Signal on Jameson, who tells him that Betty Brant is a prisoner of Dr. Octopus! As he heads for Coney Island, Spidey notes that he's not clinging so well to walls as he usually does. Jameson decides to cover the story himself, and plans to stay out of sight while watching the events unfold. Betty is tied on the top of a ferris wheel, when Doc Ock comes for her, ready to take on Spider-Man, who must have read the paper, and he lowers her to the ground so that the photographer can snap pictures of his impending victory.

While Ock goes to see if the photographer has arrived, Betty works to free her hands, and at the park's entrance, Spider-Man is feeling less than amazing from a virus attack. Betty has freed herself and begins to run away, with Dr. Octopus intent on stopping her, and Spider-Man tackling him from behind! Far too weak for a prolonged fight, Spidey intends to flatten him with one punch, but it is one that Dr. Octopus has hardly felt, and he figures it must be some sort of trick!

Ock lands a more solid punch on a staggering Spider-Man, and Dr. Octopus is frustrated that his opponent won't fight back, and make his victory all the sweeter! Dr. Octopus succeeds in knocking Spidey down, and is semi-conscious, as the metal tentacles have him in their grasp. Seeing the figure not struggle as he moves to unmask him, Jameson and Betty Brant watch as Spider-Man is unmasked as Peter Parker! Betty knows that Peter did it for her, while Jameson told him to shoot pictures and not be a hero, while the arriving police officer hears that J.J.J. knew that Ock would be here!

The limp figure is hurled into their laps by Dr. Octopus, who is not interested in battling a fake, then leaves, thinking that perhaps his foe was scared off by the arriving police, and that next time... he'll smash him! The policeman tells Jameson that he should have told the authorities that Dr. Octopus was there so that they could trap him, but an exclusive was all that was on his mind. Betty comforts the brave young man, while Jameson figures it best not to yell at Parker in front of the police, who admire his bravery in passing himself as Spider-Man and attacking Dr. Octopus. At home, Aunt May comforts a slumbering Peter, having been told by a policeman that he collapsed on a street corner. The doctor tells her that it's just a 24 hour virus, which weakens him for a day, but he'll be fine by the next morning. In his dreams, Peter is chastized by Spider-Man, who asks him what he was thinking when attacking Dr. Octopus with a virus sapping his spider-strength! The sun comes up and in his room, Peter performs some backflips, and is back in the pink of health!

Seeing his Spider-Man uniform on a chair, he dons it, knowing that Aunt May must have seen it last night. She enters and confronts her nephew, having learned from a policeman what happened with Peter imitating that awful Spider-Man. Peter vows not to do it again and intends on burning the costume, which is actually a bundle of rags, while he has his outfit under his clothes. At school, Flash feigns hero worship at seeing "Puny" Parker, but Liz is quite thrilled to see him, believing that it was wonderful of him to do it. Flash thinks that Peter wasn't planning on meeting Dr. Octopus and just wanted attention, then is put in his place by Liz, who tells him that Peter has as much courage as he has brains, and Flash has neither of those qualities, while Peter is surprised to see Liz stick up for him. Elsewhere, Dr. Octopus has torn up a newspaper with the headline that he was fooled by a mere teen-ager, and vows to have their laughter die in their throats!

Intent on having Spider-Man come to him and convinced that he is the most powerful force in New York, Dr. Octopus strides from his basement hideout to make sure that none will ever forget his name! At the zoo, lions and tigers stride free, thanks to Dr. Octopus, with the police seeking to net the rampaging beasts. Peter is surprised to see that Liz is following him, and Flash is following her, intent on taking her bowling.

As he rounds the corner, Peter does a series of flips and makes it to a nearby rooftop, and Liz blames Flash for losing him. As the two teens argue about the merits of "Puny" Parker, Spider-Man hears the shouting and sees a escaped lion about to pounce on a crowd of people! As he leaps, Spidey land on his back, and the impact sends the lion into a waiting net held by two policemen, who thank him for his aid. Seeing a bear about to corner some citizens, Spidey leaps into its path...

Leaping into the air, he webs up the bear's paws and jaws so that he'll keep until the police round him up. On a ledge above him is a gorilla, who drops down to meet him, and Spidey is grateful for a nearby flagpole, that is until the gorilla follows him onto that fateful perch! Spider-Man does a back-flip...

The falling gorilla is webbed up, then lowered to the ground, where police have a net waiting for it. In another part of the city, Dr. Octopus is overturning cars, while police urge people to stay back so that they'll handle it. Doc Ock uses his metallic tentacles to knock over a marquee, but a strong series of weblines put a stop to its descent!

Jameson and Betty watch from a Daily Bugle window, as Spider-Man and Dr. Octopus confront each other! Doc Ock's tentacles knock down the water tower which Spidey is perched on, and Jameson clenches his fist, for he knows that it's the real Spider-Man up there, especially because Parker wouldn't have the guts to have his employer drenched! Betty frets for Spider-Man since Dr. Octopus is more vicious, and indeed, Doc Ock is pursuing Spider-Man up a chimney... leaving the web-head with no place to run!

While Dr. Octopus seeks to savor the moment, Spider-Man leaps and shoots his web around the chimney, pinning Ock to the side for the moment, but Dr. Octopus uses his tentacles to give himself some slack so that the webbing falls off. He starts chasing Spidey again, who uses the marquee lights for a series of acrobatics, while Dr. Octopus is confident that he can cover the territory and remain relatively tireless! Hearing this, Spidey tells him after hearing all his boasting, it's a wonder anything doesn't tire him out!

Dr. Octopus intends on making good on his boasts, knocking Spider-Man from a chimney, and the wall-crawler determined to keep as much space between him and those flailing tentacles! Spidey ducks down an air-shaft and lowers himself via his web, but Dr. Octopus knows he's there, as the sight of his tentacles soon reveals! Sensing that Octopus believes him trapped, Spidey gives his webs a sharp tug like a slingshot...

He catches Doc Ock off-guard by his sudden emergence from the air-shaft, and tells him that he's not facing a pale imitation of Spider-Man now, but the real deal! He throws Doctor Octopus across the roof, then leaps in to deliver a punch to the jaw, and as the criminal atomic scientist rises to renew the attack, Spidey insists on pressing on to retain the advantage...

He dives between the mechanical arms, only to be seized by Ock's two arms! The crowd watches as Doctor Octopus pushes them off the roof into a waiting scaffolding, but the cable snaps, sending them through a skylight, and into an abandoned sculptor's studio! The cleaning fluid has been knocked over and has started a fire, while Doc Ock is pleased to be in a place where his young foe can't manuever!

Spider-Man knows that they'll be trapped there, but Dr. Octopus knows that only one of them will survive this fight! Spidey wonders if Ock wants to die, and if he knows that with his spider-agility, he can leap through a window for safety, but Dr. Octopus would be caught by falling sculpture? Ock isn't listening, which is too bad, for what Spider-Man has seen has come to pass, and Dr. Octopus is trapped beneath a giant sculpture! When Spidey steps forward to free him, the floor collapses, and the flames have spread, so much so that he can't reach him! Now, he wonders... how is he gonna get out of this???

Figuring his only chance would be to use his web to make a fire shield, but he's out of web-fluid! Swiftly, he changes cartridges, thanks to so much practice, he could do this in his sleep! He fires and makes a flame-proof shield, as well as webbing sections of the floor for safe passage, then leaps through a window, and clings onto a nearby building, for the next swing to safety!

He sees the approaching fire engines and wonders if they can get Doctor Octopus out in time! Changing to Peter, he meets Liz and Flash in the crowd. Flash is convinced that Peter would faint at the sight of Doc Ock,while Peter wishes he'd crawl back from whatever rock he crawled out of. Firemen pull out the half-dead Dr. Octopus, and jokes to the policeman that they can have him because they don't want him, and the officer tells his fellow civil servant that they've been eager to get their hands on this guy. Dr. Octopus is taken away for a waiting cell, and he insists that it was the fire that beat him, not Spider-Man, and if not for that, he would have won! The other officer nods in mock sympathy, as Peter, Liz, and Flash watch them walk away. Liz offers Peter an invitation for a party, but Peter declines, for he has a date with a certain brunette, even though she may not know of it. As he walks off, he tells her that Flash would probably want to go in his place, but it must be boring to go out with someone who only knows mono-syllabic words. Flash grumbles, while Liz figures that they deserve this treatment for how they've been to Peter in the past. Peter is grateful that he had his automatic camera set up for shots of his fight with Ock, and Jameson is sure to give him a decent bundle of money for the pictures.

The splash page had the prime ingredients as the Spider-Man movie which I took my mom to see just the other day. She loved the shy student that was Peter Parker and loves how Spidey swings around town, plus The Green Goblin reminded her of a co-worker that she's not too fond of.

I was particularly impressed by the performance of J.K. Simmons as J. Jonah Jameson, who had some great lines, and who stole whichever scenes he was in. Betty Brant is in the film, and she's very cute. I sincerely hope that she'll be back in the sequel, along with her brother, Bennett, and a certain Doc Ock!

I loved the school cafeteria sequences, how Peter would handle himself on the screen with Flash Thompson, not to mention The Green Goblin.

I loved how they portrayed his spider-sense.

This story has a few similarities with the movie, and for those who haven't seen it. I won't spill anymore beans, but I will say that it is the most incredible adaption from comic books to the movies that I've ever seen. The world looks like it was rendered by Lee and Ditko, with a dash of Romita for the backgrounds, and every move, every line, every quirk is true to the spirit of the characters. A real-life version of a comic book world.

I sincerely hope we get more J. Jonah Jameson in the next sequels, and perhaps even a glimpse of the Ditko version of The Spider-Slayer. The Scorpion, The Lizard, Mysterio, The Sandman, The Vulture, and The Chameleon would be great to see, and I have a soft spot for the likes of Kraven The Hunter, and The Big Man and The Enforcers.

For Romita-era villains, I'd love to see The Shocker, The Prowler, and The Rhino.

Peter's unmasking by Dr. Octopus was referred to in Amazing Spider-Man #88.

Flash Thompson impersonated Spider-Man twice, once in Amazing Spider-Man #5, which got him captured by Doctor Doom, and another time when Peter was concerned by his aunt's health, and accusations that Spider-Man turned coward!

Hmm, Ock has a basement hideout. Hmm... is he a comic-book fan or Trekker, too? I'd love to see Jemas pull that fanboy lecture on him, not to mention what Ock would pull... off!

The police and firemen played a part in corraling the animals and Dr. Octopus. In real life, they are our heroes, and in the movie, this also is true, as they are paid tribute, which they rightfully deseve. Here's to New York's Finest and Bravest, respectively.

Happy Birthday To Jen Contino!

This Review Is Dedicated To You On This, Your Special Day.

Steve