(Cover Date: January, 1988)

Summary: During a rainstorm, Spidey walks & wall climbs back to his apartment since he ran out of web fluid. At a psychiatric facility, Doc Ock has a nightmare about Spidey during his radical sleep therapy. The next day, he has another nightmare about Spidey. His mechanical arms break free of their clamps. Spidey rescues people who are in the arms' path of destruction. The arms break into the facility & rejoin with Doc Ock, who then escapes. Doc Ock returns to one of his secret lairs & coerces his former henchmen into rejoining him. Spidey has the Bugle publish an article that Doc Ock's doctor is going to write a memoir about him. Doc Ock confronts the doctor at the facility. Doc Ock is then surrounded by the police & Spidey. Although Doc Ock is seized with fear at seeing Spidey, his arms lash out at his would be captors. Spidey draws the arms to the facility's basement & uses hot steam to force the arms to withdraw Ock to safety. Back in his lair, Doc Ock plans to destroy Spidey by destroying Manhattan. more