Spider-Man is on a mission to stop Dr. Doom from destroying the city and all who inhabit it. Dr. Doom has discovered the Sorcerer Stone which can be used to make Spider-Man's other enemy, Venom, a giant, so Spider-Man must get to Dr. Doom and stop his evil plan. The problem is that Dr. Doom has summoned his goons and Spider-Man's other major enemies like Dr. Octopus, Hobgoblin and Green Goblin. To aid him though, Spider-Man has three friends willing to stop the Supervillains. They are Hawkeye, Black Cat and Sub-Mariner. Each will use their various powers and weapons to save the city.