> Amazing Spider-Man Masterworks Volume 2

From the Mouths of the Marvels:

"I hate spiders! They're such ugly, icky-looking things! I'd rather not even talk about them!"

- - Peter Parker, to Flash Thompson, page 4

A suitably Ditko-esque tableau for this battle scene....it's pop art, baby!


Amazing Spider-Man #12
May 1964 • 22 pages

Publication Date: February 11, 1964

Letters Page: Currently not in inventory.

I: Feature Story: "Unmasked by Doctor Octopus!"

Pages: 22

Script: Stan Lee
Pencils: Steve Ditko
Inks: Steve Ditko
Letters: Artie Simek

Villain: Doctor Octopus

Guest Appearance: J. Jonah Jameson, Betty Brant, Liz Allan, Flash Thompson, Aunt May

Synopsis: Spider-Man is headed to confront J. Jonah Jameson about his constant negative reporting in the Daily Bugle when he sees Betty Brant returning to work. He changes into Peter Parker and heads inside to see his favorite girl, but JJJ kicks him out of the office. Meanwhile, Dr. Octopus is in the middle of a nationwide crime spree, trying to draw Spider-Man's attention out for a final confrontation. Peter wishes he could head out west to face off against Doc Ock, but he's only a teenager whose Aunt May worries over him getting a fever. Later, at the Bugle, Dr. Octopus enacts his plan to kidnap Betty Brant, thinking that Spider-Man will definitely come to her aid to save her. He tosses aside JJJ and Peter (who doesn't want to reveal his super strength in public), and tells the Bugle publisher to run an "Extra" telling Spider-Man to come to Coney Island if he wants to save Betty Brant.

Jameson prints the extra edition, and tells Parker to head down to Coney Island to take pictures. Peter heads to Coney Island as Spider-Man to take on Doc Ock. Just as he arrives, he realizes his Aunt May was right - he really is coming down with a fever! He tries to attack Doc Ock, but his powers completely fail him, and the tentacled villain grabs hold of him tightly and lands an easy knockout punch. Dr. Octopus is sure something is amiss, since he expected a better fight from his foe, and he strips Spidey of his mask! Octopus, Jameson and Betty Brant all recognize him as Peter Parker!!!!

Of course, nobody believes Parker is Spider-Man. Everyone, including Doc Ock, chalk it up to the teenager trying to play hero and save his girlfriend. Doc Ock casts Peter aside and leaves the premises upset that Spider-Man never showed up, and Peter is taken back to his home where the doctor tells Aunt May that he's suffering from the 24-hour virus. The next day, Peter wakes up feeling like a million bucks, and his powers have returned. Aunt May scolds him for his wannabe super-heroics, and Peter promises to burn his Spider-Man costume. His classmates rib him at school about the event, all except for Liz Allan, who considers him extremely attractive for his brains and his bravery!

Dr. Octopus is flaming angry when news headlines play him up for a fool for beating up on a teenager dressed as Spider-Man, and he is more determined than ever to defeat Spider-Man. He heads to a zoo and sets free all the wild animals, thinking this will surely draw the web-head out. While the police are out trying to corral the animals, Peter is on his way to help when he hears Liz Allan calling from behind him, with Flash being his cranky self behind her! Peter wants nothing to do with this scene, so he rounds a corner and leaps to the roof, changes into Spider-Man and heads to save the day. He helps round up a lion, a bear and a gorilla, returning them safely to captivity. On the other side of town, seemingly oblivious to the idea that his plan to free the animals did indeed draw Spidey out, Dr. Octopus is now tearing up cars in a busy city street. Finally, Spider-Man arrives at the scene, and the fight is on!

The fight goes up a smokestack (where Spidey executes a nifty maneuver trapping Doc Ock in a coil of his webs), aross the rooftops and down an elevator shaft. Their fierce battle includes lots of punching and kicking and throwing, until finally they fall into a sculptor's art studio. Surrounded by massive works of sculpted art, a fire starts when cleaning fluid is knocked over into a burning flame. The building quickly ignites in flames, but Doc Ock insanely presses on with battle despite Spider-Man's warnings. Inevitably, Octopus is crushed and stuck under a huge sculpture. Spidey tries to help, but he's been trapped in a corner as well. He has run out of web-fluid, so he has to recharge with a new cartridge from his utility belt, then creates a fire-proof shield and web stepping stones to climb out of danger. The firemen save Dr. Octopus and hand him over to authorities.

Liz Allan catches up to Peter Parker and asks him to come to her party that night, but Peter refuses, saying he has a date with "a certain little brunette".

--synopsis by Gormuu

Issues Reprinted
Spider-Man from
Amazing Spider-Man #11-19 and Annual #1

Click on cover image to learn more about each issue.


ASM #11

ASM #12

ASM #13

ASM #14

ASM #15

Ann #1

ASM #16

ASM #17

ASM #18

ASM #19


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