Spider-Man must contend with the villainous might of Sandman. But worst of all, Spidey has to deal with the dreaded...J. Jonah Jameson!
Spider-Man preemptively attacks some criminals who are preparing to rob a jewellery store but upon doing so the crooks decide to call the police themselves and blame Spider-Man for attacking them for no reason. Spider-Man has no choice but to leave and blames the cities criminal view of Spider-Man on the editorials from J. Jonah Jameson and decides to pay him a visit. Upon arriving at the Bugle he discovers Jameson is not in his office so instead leaves some webbing on his chair as a surprise. As Spider-Man leaves the Bugle, he spots the wanted criminal, The Sandman and tries to apprehend him but can't grab a hold of him. During their fight Spider-Man's mask rips and so Peter quickly flees so that no one will see his face and discover the true identity of Spider-Man.
Peter returns to his room and is attempting to fix his ripped mask when he hears a news bulletin about The Sandman. He hears how The Sandman escaped from prison and was hiding out on a beach near an atomic research center when an explosion resulted in the molecules of his body being merged with the sand from the beach. The bulletin then cuts to the live scenes as The Sandman robs a bank and the following day before school Peter goes to talk to Jameson to try and get an advanced payment so he can improve his webbing. Jameson however is in a fowl mood, mostly due to getting stuck to his chair by Peter's prank, and refuses to give Peter any additional payment.
Upon arriving at school, Peter is reminded that he has a date with Liz Allan that evening but must instead breaks it off because his attention is focused on capturing The Sandman. The Sandman, still running from the police, ends up hiding out at Peter's school and when he runs into the principal he decides that he wants a high school diploma and demands one from the principal. The principal refuses saying it must be earned distracts The Sandman long enough for Peter to change into Spider-Man and attack The Sandman. They begin fighting in the school as the students are evacuated to safety and Spider-Man ends up capturing Sandman by using a giant industrial vacuum cleaner.
Jameson's arrives at the school just as Spider-Man hands over the vacuum to the police. Jameson refuses to give Spider-Man any credit by claiming the police could have easily captured Sandman without his help and damaging the school. Now that he can forget about Sandman, Peter tries to get his date back with Liz though she is annoyed that he would break it off in the first place and gives him the cold shoulder. As Peter returns home after school he begins to wonder with all the grief he gets at school and from Jameson if being Spider-Man is all worth it.