On a school trip to a research institute, Peter Parker's class is given a demonstration of genetic research conducted on spiders. Peter is bitten by one of the genetically altered spiders. The next morning, Peter discovers that suddenly his vision is perfect and his previously scrawny body has become muscular - he now has incredible strength, and his hands mysteriously adhere like glue to everything.

Peter gradually teaches himself to gain better control of his powers. Initally, he uses his ESP-like "Spider-Sense" and superhuman strength, speed and agility to make money in order to impress the lovely Mary Jane. However it is only through the tragic death of his uncle that Peter learns that "with great power comes great responsibility." It is these words that transform Peter Parker from a teenager with extraordinary powers into the amazing Spider-Man, a super-hero out to protect the city from a never-ending supply of perils.