||FEATURE: Spider-Man; GUESTS: Mary Jane Parker; J. Jonah Jameson; John Jameson; Rachel Summers [Marvel Girl II]; VILLAINS: Norman Osborn [Green Goblin]; Venom [Eddie Brock]; Tinker; Hydro-Man; Sandman; Shocker; The Owl; Mysterio; Don Fortunato; Angelo Fortunato; CAMEOS: Mr. Fantastic; Invisible Woman; The Thing; Franklin Richards; Cyclops; Wolverine; White Queen; Many Villains; CAMEO FLASHBACK: Aunt May; Rhino
||Spidey has to take on New York's finest to keep his identity a secret; Crackpots start showing up at the Bugle hoping to cash in on the five million dollar reward; Still searching for Aunt May, Peter returns for a chat with Osborn who is no help; He then tries the X-Men's resident psychic, Rachel Summers, who not only cannot find his Aunt, but also fears that she is dead; Eddie Brock has found religion and decides to auction his Venom suit off to the highest bidder and give the proceeds to charity; Every villain imaginable turns out to make a bid to be the new Venom.
||Avalon's Ian Hannin
||Virtual Calligraphy's Cory Petit
||Although this series seems to be a part of regular Marvel continuity, Mysterio, who died in another Marvel Knight's book, appears in this issue.