Dr. Curt Connors is examining organic matter from outer space. Peter is no longer welcome in the lab, but when Spiderman takes a peek he catches almost equally agile burglar Black Cat in the act. In fact he prevents her stealing the goo, but thinks she succeeded as in stealthily melted with his suit. He finds it increases his spider-strength. They team up and discover a jewel robbery in the making. Actually Dr. Curt Connors's place has been taken by Camelon, a master crook whose team was hired to steal the alien matter.