> Amazing Spider-Man Masterworks Volume 4

From the Mouths of the Marvels:

"It's easy for him to be calm! He doesn't love a girl who'd hate him if she learned about his secret identity!"

- - Peter Parker, thinking about Ned Leeds, page 3

Spidey struggles through the most tension-filled moment of his life.


Amazing Spider-Man #32
January 1966 • 20 pages

Publication Date: October 12, 1965

Letters Page: Page OnePage Two

I: Feature Story: "Man on a Rampage!"

Pages: 20

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

Villain: Doctor Octopus/"Master Planner", Master Planner goons

Guest Appearance: Aunt May, J. Jonah Jameson, Betty Brant, Frederick Foswell, Ned Leeds, Dr.Curt Connors

Gadgets & Technology: ISO-36 serum

Synopsis: (continued from ASM #31)

From his underwater lair, the Master Planner complains loudly about Spider-Man's interference in his affairs, though he is sure that it's only a temporary setback, especially since nobody knows his true identity - Doctor Octopus! He orders his henchmen to search for any atomic equipment they can find so he can continue his research.

Peter Parker is at the Daily Bugle when Betty rushes up meet him. It's a conversation he dreads having, and though she wants to talk to him, he ignores her. He thinks to himself that he still loves her but if she ever found out he was Spider-Man, it would crush her. Peter decides the only thing he can do is drive a wall between them so she won't be hurt even more down the line. Ned Leeds arrives and tells Peter he wants him to settle his affairs with Betty. Peter gets into a fight with him and Jameson breaks it up. He snatches the new pictures from Peter's hands but refuses to buy them, saying they're garbage shots. Betty tries to stop Peter on the way out but he leaves her behind.

Peter checks into the hospital to visit Aunt May. The doctors have determined her illness was caused by a radioactive particle in her blood. Peter had given her a blood transfusion months before and now it's poisoning her. He flies into a rage, knowing he's responsible for her ill health. Peter knows the doctors in the hospital need help to solve this mystery for them, but he cannot risk revealing the true nature of his identity. He changes into Spider-Man and steals May's blood sample, and then takes it to Dr. Curt Connors. Connors has read of a serum that may help heal May's radioactive blood condition; it is called ISO-36. It is very expensive to purchase, so Peter sells all his science equipment to raise the money for the serum and, as Spider-Man, he and Connors work late into the night for a cure.

Doctor Octopus learns of the ISO-36 and tells his thugs to steal it. They rob the delivery destined for Dr. Connors from a courier at the airport. When the news reaches Dr. Connors' office, Spider-Man swings across the city to find Frederick Foswell. He runs into Betty which makes for an awkward scene - Betty is terrified of Spider-Man, and Peter is guilty about their break-up. Betty tells Spider-Man that Foswell just left. Spider-Man swings down and snatches Foswell from the street and tells him in a very firm tone that he needs information about the stolen ISO-36. He then scours the underworld for the Master Planner's location. As Aunt May weakens, Spider-Man flies into a rage, tossing cars around at a hot-car ring, but gets no closer to finding the Master Planner.

Finally, at the end of an alley, Spider-Man's spider sense alerts him to a hidden trap door. It leads him underground and into a gathering of the Master Planner's goons. He plows into them and holds his own until reinforcements arrive. He dives into an open elevator and descends into the underwater fortress. Doctor Octopus is ready for him and places the canister of ISO-36 out in the open as bait. Once Spidey crawls into the room, an electrical shock runs across the ceiling, knocking him into the waiting mechanical arms of Doctor Octopus.

Spider-Man is desperate for the serum and attacks Doc Ock recklessly. He tears the supports from the walls and hurls them at Octavius. The resulting damage to the infrastructure causes the ceiling to collapse upon them. Doctor Octopus escapes but Spider-Man leaps for the ISO-36 and is pinned under the wreckage. An enormous iron unit breaks free and slides towards him. He slows it down with webbing but the unit nearly buries him. The ISO-36 is just out of reach as water begins to drip through cracks in the ceiling of Doc Ock's underwater fortress. Spidey realizes that soon the entire fortress will collapse under the pressure of the river above it. Aunt May's health is failing fast and Doctor Octopus has escaped. Doctor Connors worries that soon, the serum they had developed will lose its potency without the ISO-36. Spider-Man is pinned beneath tons of equipment and cannot move. With the ISO-36 only feet away, he seems to have finally and decisively failed.

(continued in ASM #33)

--synopsis by Jonathan Clarke, aka doesitmatter, and Gormuu

Issues Reprinted
Amazing Spider-Man #31-40

Click on cover image to learn more about each issue.


ASM #31

ASM #32

ASM #33

ASM #34

ASM #35

ASM #36

ASM #37

ASM #38

ASM #39

ASM #40


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