In a stormy night in New York City, two robbers are escaping their
crime-scene in their car. On a rooftop, the amazing Spider-Man is lurking to
them. With his web strings, he gets on top of the car and hears one of the
robbers says that if they'll make it to the tunnel, it's a clean getaway.
The other guy says he can hardly see with all the rain, and that's when
Spider-Man shows his face in the windshield and sarcastically offers to
clean it. The robbers are scared – it's the wall-crawler! The web-head! They
make a sharp turn, and Spider-Man gets tossed off the car. Instead of
settling for that, they turn back to run over him. Iceman comes to the
rescue and creates an ice-path with a full loop in front of the car – in any
amusement park, he says, this would be a high-prized ride. The car goes
through the loop and slams into a lighting pole. Spider-Man thanks Iceman
and uses his web to tie the robbers to a pole. The two superheroes are late
for their dates, so Iceman hurries to slide the robbers' stolen jewelry to
two policemen. As Spider-Man and Iceman ice-glide away, Iceman says the
policemen will probably get a medal for this, and all he'll get is a cold
shoulder. They see a plane flying above them, and Spider-Man says whoever's
in there must be in a hurry too, or he wouldn't be flying in weather like
this.

Up in the plane, Norman Osborn apologizes to his pilot for making him fly in
weather like this, but he had to leave immediately – they let him out – he's
cured – he can be Norman Osborn again – not that other creature. Lighting
hits the plane, and Osborn and his pilot are forces to jump. The plane
crashes, and Osborn lands not far away. Despite the parachute slowing his
fall, he rolls down before hitting the floor. Waking up, a different voice
speaks from his mouth: "Cured? Cured of being the Green Goblin? Never! The
Goblin lives again!" His skin turns green, and he starts laughing insanely.

In Aunt May's house, Angelica Jones's dog, Ms. Lion, scares herself with a
Goblin mask, and hurries to jump to Angelica's lap. Angelica is sitting with
Aunt May and Mona Osborn, waiting for the boys. Angelica is dressed in a
Spider-Woman costume and Mona in a Medusa costume. The girls almost decide
to go to the Comic Book Costume Party alone, but May says she's sure Peter
and Bobby will be back any second. Indeed the boys arrive – Bobby Drake is
dressed as Captain America, and Peter Parker is wearing his Spider-Man
costume, only with a plastic mask. The two young couples leave to the party.

At the party, everybody's dressed as a comic book hero. Peter is excited

that there are many Spider-Men, but Angelica reminds him that there are a
lot of super-villains out there too, including Green Goblins hanging on
wires from the ceiling. Peter mistakes one of them for real, but then
notices the wires. Angelica laughs at him, and he says that the Goblins may
be fake, but something's turning his spider-sense on. A girl shows up and
hits on Peter, and Peter leaves to the lab, followed by the girl. Angelica
gets jealous and uses her powers to create steam, ruining the girl's hair
and mascara. In the hallway, Peter hurries to switch to his real mask, and
climbs the ceiling to avoid the girl.

Spider-Man gets to the lab by crawling on the wall outside, and sees a
flashlight inside – something's wrong alright. He gets in through the
window, but before he can do anything, a strange green beam hits him and
paralyzes him – it's the real Green Goblin. The Goblin came to the lab to
look for his formula – the formula that he, as Norman Osborn, was perfecting
the very moment an accidental explosion changed his life, giving him
superhuman powers and a new identity as the Green Goblin. However, the
formula is missing from the safe. Spider-Man struggles to release himself,
but the Goblin tells him not to bother – the beam will keep him frozen for
hours. With holograms, the Goblin shows his nemesis the future he's planning
– he plans to turn all the people of New York to grotesque, horrific
creatures, like him.

Back at the party, Angelica and Bobby are dancing. Angelica asks Bobby if
Mona knows her uncle Norman was the real Green Goblin, and he says he
doesn't think so. Angelica notices the girl who was after Peter earlier, and
realizes Peter isn't with her – something's fishy. She hurries to leave and
find Peter.

The Green Goblin can't find his formula anywhere in the lab, and then comes
up with a plan: his niece, Mona Osborn – she's a student here, she'll know
where the formula has been hidden. Angelica's voice is heard, calling for
Peter, and the Goblin decides to use her and set a trap.

Angelica is walking up the stairway, looking for Peter. On the way, she
decides that Spider-Woman is great, but it's time for her to be herself – to
be Firestar. She transforms into Firestar and continues on her way, flying.

In the lab, the Goblin has set his trap: when Angelica opens the door,
she'll get a chilling reception. The Goblin leaves through the window, and
Firestar arrives to the door and opens it, activating the liquid nitrogen
gun on her and Spider-Man.

Spider-Man manages to fall out of the way in time, and Firestar uses her
heat-shield to counter the Goblin's ray. It doesn't last long, though – the
ray is eating through the shield and crystallizing Firestar. Spider-Man,
who's starting to break through his paralysis, uses his web to close the
gun.

Later, Spider-Man tells Firestar that Norman Osborn has become the Green
Goblin again – now, he's after Mona. Firestar flames up and flies out the
window, and Spider-Man follows her.

Out in the street, Bobby and Mona are taking a walk. Bobby asks Mona where
she'd like to live – a hot island like Hawaii, or a beautiful place like
Iceland. The Goblin glides by them and asks Mona to dance. He grabs Mona and
flies away. Bobby is impressed with how that student is handling the wires,
but then realizes that they are outside – there aren't any wires – that was
the real Green Goblin! Firestar and Spider-Man arrive, and Bobby changes to
Iceman. Iceman hurries to ice-slide away, but then comes back to his
friends, when he realizes he doesn't know where to go. Spider-Man says he'll
go to Osborn's old factory, Iceman will take Osborn headquarters, and
Firestar will try Mona's home. As the three superheroes part ways,
Spider-Man tells his friends that the Goblin is planning to change everyone
into ugly little Green Goblins. He web-slings away as Firestar flies the
opposite direction. Iceman has no time to take the bridge, so he builds his
own.

Spider-Man gets to Osborn's old factory swinging on his web, and enters
through the chimney. It looks deserted, but looks can be deceiving.

The Green Goblin heats his formula in front of the horrified Mona, who's
tied to a chair. She begs him not to harm her – she did what he asked and
showed him where they keep the formula. He says she must test it for him –
just one little sip, that's all. She keeps begging, saying she doesn't want
to look like him. He "calms" her that no one will notice her because
everyone will look like him, and laughs maniacally. As he brings the formula
close to her mouth, she says he reminds her of someone she knows. An alarm
saves Mona in the last second, warning the Goblin that Spider-Man is in the
building. "How predictable -" says the Goblin, "the wall-crawler has come to
rescue you." Mona says she knew it, and the Goblin says that so did he,
before activating his defenses.

Spider-Man's spider-sense is heading for overload, as large metal plates
close on him like a cube. On each wall of his prison, Spider-Man sees the
face of his enemy – the Green Goblin – laughing at him. The floor suddenly
opens, and Spider-Man has to cling to a wall before he falls into sharp
metal teeth ready to slice him. The wall-crawler reminds the Goblin that he
can cling to any surface, but the Goblin says that "any surface" isn't
accurate. The wall becomes extremely hot, and Spider-Man has to jump to
another wall. There, oil pours from the ceiling and the web-slinger loses
his grip. On the third wall, the Goblin prepared sleeping gas. Spider-Man
has had it, and so he uses his web to shut down the metal teeth. He then
jumps back to the floor, tears open the teeth and jumps in.

Mona cries for help, and Spider-Man, who landed only two rooms away, hears
her. He hurries to the room where Mona and the Goblin are and takes the
Goblin's formula, spilling it on the wall. He then unties Mona, thinking the
Goblin's plan failed, but the Goblin gets on his glider and tells him that
there is more than enough formula in the tank on the glider for New York,
New Jersey, Philadelphia, Washington… Spider-Man runs after the Goblin and
tries to stop the glider with his web, but instead, he gets dragged into the
air after the glider. The Goblin tries to get rid of Spider-Man, and Peter,
not wanting to fall from this height, jumps to an antenna. From there, he
manages to jump onto the glider, and he and the Goblin start struggling. The
Goblin prevails, and Spider-Man falls above Central Park, where there's
nothing for him to cling to.

Iceman arrives just in time on an ice-slide and saves Peter with another
ice-slide. Spider-Man slides down into a bush. A policeman sees the slide
and tells the two superheroes there's a law against building in Central Park
– this'll cost them. Firestar arrives after finding nothing in Mona's home,
and hears the policeman says that the slide is an unauthorized construction.
She melts down the ice-slide, and Iceman tells the officer that the problem
is taken care of. The officer is shocked to see the slide gone, and asks the
superheroes for an autograph for his kids.

The Spider-Friends are sitting on a fountain, trying to figure out where the
Goblin is. "If you had a formula," Peter asks, "what would you do to get
everybody in New York to try it?" Bobby jokingly suggests advertise it on
television, but Angelica says you'd get people to breathe it, eat it or
drink it. Peter realizes that the Goblin will try to put it in the drinking
water. Bobby says that the city reservoir is right there in the park – a few
blocks away – and the Spider-Friends hurry to head there.

The Green Goblin glides above the reservoir and pours his formula into the
water. The superheroes arrive, but he tells them they're too late.
Spider-Man uses his web to connect himself to the Goblin's glider, like
before, and gets pulled to the air. He climbs the web until he gets to the
glider, but the Goblin pulls out a gun. Firestar tells Iceman to freeze the
reservoir all the way to the bottom, and Bobby does as told, and then uses
the reservoir as an ice-skating ring.

The Goblin can't hit Spider-Man, so he chooses to fly right into electric
wires instead. Peter hops down, clinging into a flagpole, but the Goblin is
too low and hits the wires. Firestar tells Iceman to get a police helicopter
while she gets the formula out of the water. She uses her hear to melt her
way into the water, and finds the Goblin's formula frozen – it hasn't mixed
with the water yet.

Iceman gets to a police helicopter with an ice-slide and asks for the
policemen's help. The officers are shocked to see that there really is an
Iceman. Firestar melts the ice around the formula, and it floats up out of
the water. Iceman ties the block of frozen formula to the helicopter.

Spider-Man arrives at the fire caused by the Goblin's encounter with the
electric wires, and finds a confused Norman Osborn lying on the ground,
remembering nothing. He grabs Osborn and rescues him from the flames.

The helicopter carries the formula away from the reservoir, and Firestar
melts it. It goes down the drain. Their mission complete, Iceman and
Firestar go to see how "web wonder" made out. They find Osborn telling
Spider-Man that his plane was in a storm and he bailed out. Peter asks him
if he remembers anything else, and Osborn says no and asks if he became
another person. Bobby tells him that if he would go on stage, he could sing
a duet with himself. Osborn decides to go back to the mental institution and
stay there till he's cured – this time, for good.

The following day back at Aunt May's house, Mona tells Aunt May about her
adventure, and how Spider-Man saved her – he's wonderful. Bobby says "sure,
if you like creepy, crawly, buggy guys." Peter adds "who are powerful,
daring, handsome, intelligent…", and Angelica adds "overbearing" to the
list. Aunt May finishes the sentence with "scary, rash, impolite and all
around yucky" and leaves the room. Angelica asks Ms. Lion what she thinks
about Spidey, and Ms. Lion hurries to jump to Peter's lap and lick his face.