SHIP of FIENDS
Spider-Man is web-slinging through the city when he spots somebody robbing a jewelry store, he tries to stop the crook, but the mystery attacker escapes when Spider-Man slips on a strange patch of ice. Giving up his chase because he has to go visit his Aunt May, Spider-Man changes back to Peter Parker to visit her. He finds that Aunt May is ill once more, with what she believes is the flu. However, May's doctor tells Peter that she is suffering from an illness that requires a special vaccine. However, the inventor of the vaccine is the eccentric A.J. Maxfield, who refuses to travel by airplane and is due to arrive in New York aboard the S.S. Wendell, but the doctor may arrive too late to treat May.
Wanting to do everything possible for May, Peter goes to visit the Baxter Building as Spider-Man. There he tells the Torch that he needs fast transportation, the Torch lends Spidey a new experimental one-man jet that Reed had recently designed. Before going, Spider-Man tells the Torch about the weird robbery and advises him to check it out if he wants some action.
When Spider-Man arrives on the ship, he changes into Peter Parker, figuring he'll have an easier time finding Maxwell if he wasn't in costume. This proves to be a bad move since they ship is actually having a costume party. To complicate things further, members of the Maggia have boarded the ship looking for the vaccine, as well as Dracula who has come to destroy its inventors as it poses a threat to Vampires in general.
All three parties confuse a man in the party as Maxwell, and when the Maggia kidnaps him, Peter changes into Spider-Man to come to the man's rescue. The Maggia boss and his enforcers end up suffering the ire of Dracula who is constantly confronted by the Maggia men and are eliminated one by one by the lord of the Vampires.
Dracula kills the Maggia leader, and tosses the man believed to be Maxwell overboard, believing Maxwell to be dead, Dracula transforms into a bat and leaves, returning to his hideout in Europe. "Maxwell" doesn't die at all, as he lands on Spider-Man who is searching for Maxwell by walking along the side of the ships hull. Saving the man, he brings him back to the deck. There he finds the only surviving Maggia man, who had become a victim of Dracula's hypnotic gaze, threatening to shoot everyone. Spider-Man stops the man and saves everyone. When it's learned that Maxwell is really a woman, Spider-Man tells the real Maxwell what he has come to find her for. Maxwell agrees to leave with Spider-Man aboard the ship, and so he takes her off back to New York in order to administer her vaccine to Aunt May.