Dr. Octopus returns to New York to resume his criminal activities. Recalling Betty Brant, he takes her hostage from the Bugle in order to draw out Spider-Man into a battle at Coney Island. Spider-Man arrives, but Peter is suffering from a cold and puts up a poor fight; when Dr. Octopus unmasks Spider-Man everyone — including J. J. Jonah Jameson — is convinced that Peter was simply impersonating Spider-Man. Dr. Octopus continues his crime wave while Peter recuperates eventually rounding up zoo animals that Dr. Octopus set free and finally defeating the criminal in a sculptor’s studio. Liz Allan has become steadily interested in Peter, but when she finally invites him to join her with friends he refuses, having already made a date with Betty.