* Man-Wolf (John Jameson) guest appearance

Ludwig von Shtupf has just unleashed the Man-Wolf on Spider-Man, SHIELD agent Judith Klemmer, and Frankenstein's Monster. After a brief battle with the Man-Wolf, the creature grabs agent Klemmer and smashes out of a window, escaping into the mountains. Before Spider-Man and Frankenstein's Monster can go after them, they are knocked out by von Stupf.

Waking up shackled to a device, von Sthupf reveals his plan: With his dissector device, he plans on breaking down Spider-Man, Frankenstein's Monster, and Man-Wolf into their base components and create an army of monster. Meanwhile, the Man-Wolf brings Klemmer to a remote part of the mountains, where the beast defends her from attacking wolves. When she believes the Man-Wolf is trying to make her its mate, she convinces it to get her food. While the creature catches her some food, she escapes into the woods hoping to get to safety.

Meanwhile, Spider-Man and Frankenstein's Monster manage to break out of their shackles and get the drop on the sleeping von Shtupf. Leaving Frank behind to watch over von Shtupf, Spider-Man goes after the Man-Wolf and Klemmer. He finds and battles the Man-Wolf until Judith is once more attacked by wolves. The Man-Wolf rescues her again, but is seriously injured and falls off a cliff, but is saved by Spider-Man.

Afterwords, the Man-Wolf is take into SHIELD custody, when Spider-Man talks about how hard it must be for somebody to love a monster, Frankenstein's Monster -- unintentionally hurt by Spider-Man's comments -- walks away from the scene, Spider-Man doesn't realize the damage he's done until after they notice that the Monster is not aboard the SHIELD ship when it lifts off.

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