Born from another world that was destroyed, adopted alien, Kazuo Nakamura starts to develop spider powers when he becomes older, and with the help of his friend, Danny Dickinson, he becomes Spider-Man. When a scientist, Artemis Kirkland is fired by Norman Osborn and had his idea stolen, he becomes a flying criminal called Nocturnal, and Kazuo, the alien Spider-Man of Seattle has an archenemy to deal with.