On the night before Halloween, Spider-Man is patrolling the city trying to find the Green Goblin. At the same time, Colonel John Jameson is on is space shuttle mission when the vessel holding himself and the rest of the crew are struck by space debris. His father Jonah and the rest of the Bugle
staff watch the television news, which is reporting that the mission crew's chances of survival are slim.
The Green Goblin intercepts Hammerhead's limo and takes out the driver, then gasses Hammerhead unconscious. He takes Hammerhead to a steel mill and offers him a job if he'll betray the Big Man, Tombstone. Hammerhead refuses, saying Tombstone has earned his respect and the Goblin isn't even close.
Gwen and the other science class students are watching the news about Colonel Jameson when she notices Harry outside by his locker drinking something. She confronts him but he drinks the rest of the drug and storms off, boasting that whatever the side effects he now has a 4.0 GPA and a position on the football team. As Harry leaves, Pete arrives Gwen asks him to talk to their friend.
Tombstone is trying to call Hammerhead when the Green Goblin arrives in his office and boasts that Hammerhead had a jump drive on him with incriminating evidence against his boss. The Goblin claims he has it and offers it to Tombstone later that night, at a place he'll reveal later. Tombstone isn't impressed and the Goblin escapes on his Glider. Spider-Man is on patrol when he spots the Glider and the two have a brief mid-air struggle. The Goblin suggests they should be allies against Tombstone but Spider-Man refuses to help him so the Goblin offers him the jump drive to bring down Tombstone. He tells Spider-Man to meet him later that night and he'll reveal where, then dumps Spider-Man off. The hero heads to the Osborn penthouse to
That night, Tombstone is trying to get hold of Hammerhead on the phone and finds the Green Goblin waiting for him. The Goblin notes he has the jump drive that Hammerhead was carrying, that he now has. He offers it to Tombstone later that night, telling him to come alone, before departing on his Goblin Glider. Spider-Man is heading across town when he spots the Goblin and snares his Glider. The two struggle and the Goblin reveals he has the jump drive and Spider-Man can get it from him later tonight, then knocks the hero off.
Spider-Man continues on to the Osborn's penthouse and sees Goblin duck out of sight nearby. Slipping into the penthouse, Spider-Man sees Norman Osborn emerge from a secret passage, and also notices his interest in demonic masks. The hero wonders if Norman is the Green Goblin and is stealing technology from his own company to cover his identity. Harry comes in and Spider-Man decides not to confront him as Peter parker. As he leaves, he misses Harry drinking more of the goblin drug.
The next day, Peter calls Harry and gets him to come to the Bleeker Street Halloween Carnival. Gwen is there and sees Mary Jane, but neither one of them know where Peter is. Flash is there, dressed as a cheerleader, and he tries to get together with Mary Jane who flirts with him.
Colonel Jameson is preparing to bring the shuttle down from orbit, and Jonah has reporter Foswell covering the story from Cape Canaveral. Pete arrives at the Bugle
and tries to sell his photos fro the previous night's battle with the Goblin. Jonah is too busy celebrating when they get word that his son has successfully landed, and tells Peter to sell his photos to the Globe
Norman is at his OsCorp office when the Green Goblin breaks in and steals an inhibitor device. Meanwhile, Peter goes to the street carnival in his Spider-Man costume without the mask, and the girls figure he's dressed up for the holiday. They start fawning over him, much to Flash's dismay. However, fireworks start shooting up across town, fireworks in the pattern of a pumpkin. Peter slips away and follows them to their source: the steel mill. Tombstone has figured out Goblin's location as well and is there looking for Hammerhead and the jump drive.
They go inside and find Hammerhead chained up and held over a vat of molten metal. Tombstone is furious with his employee until Hammerhead admits there never was a jump drive. The Goblin appears and boasts that he lied just to set them all up for his trap. The Goblin dumps molten metal on them and Spider-Man rescues Tombstone then tries to hold off the villain while Tombstone gets Hammerhead out.
At the street carnival, Flash tries to get Mary Jane to become his girlfriend now that he's dumped Liz Allen, but she isn't interested in being a replacement. Gwen is still alone, wondering where Peter went and why Harry never showed up.
Spider-Man and the Goblin end up outside and the hero accuses the Goblin of being Norman Osborn. The Green Goblin just laughs and uses his "gob webs" to ensnare Spider-Man, drag him along the roof, and finally drop him to his death. Spider-Man manages to wrap himself up in a cocoon of his own webbing to break his fall, then deflect a bomb back at the Goblin. The villain crashes to the roof, injuring his leg. He manages to escape on his Glider and Spider-Man follows him back to the Osborn penthouse. He arrives just in time to see a desperate Harry taking off the Goblin mask. Harry claims it's a Halloween costume but his injured leg gives him away.
Norman comes in and finds his son with the stolen formula. Harry snaps at him, saying he stole the enhancement drug to be the man Norman always wanted him to be. The raving Harry collapses and then recovers with no memory of what he's been doing, then smashes the drug vial. Norman lies and explains to Spider-Man that Tombstone tired to force him to give technology, and Harry must have overheard and attacked Tombstone to protect his father. He offers to turn himself into the police as the Green Goblin but Spider-Man notes that Harry needs his father. Norman then asks Spider-Man to just let it go and have the Goblin disappear, so he can get Harry the treatment he needs to recover. Willing to protect his friend, Spider-Man drops the matter and leaves.
Robbie Robertson informs Jonah that the Globe
Spider-Man's story and Peter's photos let them outsell the Bugle
's piece on Jonah's son. Jonah tells Robertson to get Peter on an exclusive story, and they'll go with Spider-Man stories… questioning whether he's a hero or a menace.
Peter gets to school and sees Mary Jane there: she's transferred to Midtown for their theater program. Gwen shows up with news that Norman and Harry are on an extended trip out of the country, and Peter is left to wonder if it's a happy ending.
At the shuttle hanger, Foswell is talking to Colonel Jameson… and they're both unaware that a living piece of black material has attached itself to the shuttle.
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