Two teenage boys goof off in an abandoned power plant and stumble into a weakened Electro. Electro has been hiding in the plant plotting his electrifying comeback and only Spider-Man's timely arrival saves the two teens from becoming toast. Over at Empire State University in Professor Williams' Chemistry class Sally is unnerved when her computer sends her a message completely on its own. Later, while she is studying in her room an eerie vision of Electro appears on her TV screen. Sally was at the fraternity party the night that Max was turned into Electro. It seems that Electro has come back to claim Sally because he loves her and wants them to be together. Electro plans to zap Sally into an electrical being like himself so that they can become a couple. Spider-Man must come to find a way to save Sally from the fate that Electro has in store for her and must rely on a little help from Harry Osborn and Mary-Jane Watson to stop an unnatural coupling.