Peter has the 24 hour flu when Doc Ock captures Betty Brant in hopes of luring Spider-Man into battle. Ock beats the under the weather web-head and unmasks him, but everyone thinks it is just Peter trying to be brave by impersonating Spidey. Once he has recovered, Spider-Man battles through the wild animals Ock has released from the zoo to take on old six-arms himself.; The Avengers decide to ask Spider-Man to join the team but first he has to complete a test to prove himself. The test is to capture the Hulk.; Betty's brother has gotten himself into trouble with gambling debts and Betty is forced to help in Doc Ock's plot to break Blackie Gaxton out of prison to keep her sibling alive. Spider-Man interrupts the escape and Blackie shoots Bennett during the conflict. Gaxton is captured but Doc Ock gets away. Peter tries to comfort Betty over the loss of her brother.