The Kingpin is tired of Spider-Man getting in the way of his criminal organization. Funding an experiment to create a supervillain, he creates Flint Marko, aka the Sandman. Peter, now dating Liz, finds himself having a hard time balancing his life as Peter Parker and Spider-Man. Transfer student Harry Osborn also begins to attend Midtown, and he shows that he clearly isn't the brightest in the world and his father Norman wants to find him a tutor. Meanwhile, when the Sandman shows up, Spider-Man is faced with his greatest physical challange ever. Releases after The Spectacular Spider-Man and before Kraven the Hunter
