Spider-Man characters meets some Nickelodeon's "All That" characters living in New York. If Spider-Man helps the Police to recently fight the crime, Detective Dan can help with Spider-Man in an opposite way. If Spider-Man is hungry for different food, he'll come to Good Burger to order something with Ed if he has 8 bucks. If Peter Parker needs to study for his college, he'll go to the library while Mrs. Hushbaum a.k.a. "The Loud Librarian" works, coincidentally yell out, "Quiet this is a library!" along with a variety of other paradoxical behaviors such as playing noisemakers whenever the the silence in her library was violated, and he cannot constantly consetrated his focus.